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: December 31, 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 December 31, 1997, is 236,988.


                                Page 1 of 17.


                           MID-COAST BANCORP, INC.


                                    Index


<TABLE>
<CAPTION>
PART I   FINANCIAL INFORMATION                                                 Page
                                                                               ----

<S>                                                                            <C>
Item 1:  Consolidated Balance Sheets of Mid-Coast Bancorp, Inc. (Unaudited) 
         at December 31, 1997 and March 31, 1997                                 3

         Consolidated Statements of Income of Mid-Coast Bancorp, Inc.
         (Unaudited), Three Months and Nine Months Ended December 31, 1997 
         and 1996                                                                5

         Consolidated Statement of Changes in Stockholders' Equity of 
         Mid-Coast Bancorp, Inc. (Unaudited) for the period April 1, 1996 
         to December 31, 1997                                                    6

         Consolidated Statements of Cash Flows of Mid-Coast Bancorp, Inc.
         (Unaudited), for the Nine Months Ended December 31, 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                                                      16

SIGNATURES                                                                      17
</TABLE>


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

                                   ASSETS

<TABLE>
<CAPTION>
                                                    December 31, 1997    March 31, 1997
                                                    -----------------    --------------

<S>                                                    <C>                <C>
Cash and due from banks                                $ 2,062,910        $ 1,156,227
Interest bearing deposits                                  186,127            104,683
Federal funds sold                                       3,365,000          1,875,000
                                                       ------------------------------

  Cash and cash equivalents                              5,614,037          3,135,910

Time deposits                                            1,882,000          1,089,000
Investments available for sale, at market                2,765,652          2,440,662
Held to maturity investment securities
 (Market value $942,369 and $911,125)                      949,531            949,109
Loans held for sale                                        317,700             65,000

Loans                                                   49,391,647         49,394,455
  Less:  Allowance for loan losses                         329,652            295,457
         Deferred loan fees                                 82,536            119,966
                                                       ------------------------------

                                                        48,979,459         48,979,032


Bank premises and equipment, net                         1,513,270          1,580,290

Other Assets:
Accrued interest receivable:
  Loans                                                    235,197            244,474
  Time deposits/InvestmentS                                 56,667             59,430
Deferred income taxes                                      100,711             98,000
Prepaid expenses and other assets                          144,618            192,638
Real estate owned                                           73,511             91,823
                                                       ------------------------------

  Total other assets                                       610,704            686,365
                                                       ------------------------------

  Total assets                                         $62,632,353        $58,925,368
                                                       ==============================

                    LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
  Deposits:
    Demand deposits                                    $ 2,867,841        $ 2,346,730
    NOW accounts                                         4,365,461          3,460,858
    Savings                                              6,169,002          5,693,545
    Money market deposit accounts                        4,934,252          5,119,733
    Certificates of deposit                             28,281,073         25,559,832
                                                       ------------------------------

    Total deposits                                      46,617,629         42,180,698

  Advances from the Federal Home
   Loan Bank                                            10,190,000         11,440,000
  Accrued expenses and other liabilities                   603,673            229,125
                                                       ------------------------------

    Total liabilities                                   57,411,302         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; 236,988 shares
   issued and outstanding (231,439 at March 31)            236,988            231,439
  Paid-in capital                                        1,517,997          1,469,769
  Unrealized gains on available for
   sale securities, net of taxes                             5,837                  0
  Retained earnings                                      3,620,935          3,374,337
  Unearned compensation                                   (160,706)                 0
                                                       ------------------------------

    Total stockholders' equity                           5,221,051          5,075,545
                                                       ------------------------------

    Total liabilities and stockholders' equity         $62,632,353        $58,925,368
                                                       ==============================
</TABLE>

See accompanying notes


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

<TABLE>
<CAPTION>
                                                         Three Months Ended          Nine Months Ended
                                                            December 31,                December 31,
                                                      ------------------------    ------------------------
                                                         1997          1996          1997          1996
                                                         ----          ----          ----          ----
<S>                                                   <C>           <C>           <C>           <C>
Interest income:
  Interest on loans                                   $1,129,002    $1,050,035    $3,342,602    $3,089,153
  Interest on investment securities                       51,163        67,700       154,021       188,105
  Interest on mortgage backed sec.                             0        18,547             0        38,876
  Other                                                   77,840        29,155       163,609       110,802
                                                      ----------------------------------------------------

      Total interest income                            1,258,005     1,165,437     3,660,232     3,426,936

Interest expense:
  Interest on deposits                                   515,520       473,855     1,469,526     1,450,791
  Interest on borrowed money                             153,160       138,028       485,284       360,513
                                                      ----------------------------------------------------

      Total interest expense                             668,680       611,883     1,954,810     1,811,304
                                                      ----------------------------------------------------

      Net interest income                                589,325       553,554     1,705,422     1,615,632
Provision for losses on loans                             18,000        21,000        50,000        72,000
                                                      ----------------------------------------------------

      Net interest income after
       provision for loan losses                         571,325       532,554     1,655,422     1,543,632

Non interest income:
  Loan service and other loan fees                        10,773         8,344        33,815        30,259
  Gain on loans sold                                      19,740        13,639        37,222        30,465
  Gain on sale of Real Estate Owned                            0         1,010             0         1,639
  Other                                                   48,339        39,135       151,648       115,935
                                                      ----------------------------------------------------

      Total other income                                  78,852        62,128       222,685       178,298

Other expenses:
  Compensation of directors, officers, and staff         190,222       164,339       553,819       486,867
  Building occupancy                                       9,930        10,062        30,681        29,613
  Repairs and maintenance                                 14,888         6,086        33,187        23,880
  Depreciation, amortization, and software expense        51,583        15,617       142,982        46,729
  Advertising                                              8,488         4,461        29,279        23,736
  Insurance and bonds                                     18,109        35,159        55,330       346,839
  Legal, audit and examinations                           22,399        18,654        55,712        48,037
  Taxes (other than income)                               11,582        10,234        37,073        35,037
  Employee benefits                                       15,368        14,408        65,438        59,339
  Data processing                                         11,506        41,194        38,753       110,275
  Other                                                   91,813        91,285       270,708       248,506
  Real Estate Owned                                        5,822         1,934         8,598        10,975
                                                      ----------------------------------------------------

      Total other expenses                               451,710       413,433     1,321,560     1,469,833

Income before income taxes                               198,467       181,249       556,547       252,097
Income taxes                                              68,946        59,850       188,153        96,933
                                                      ----------------------------------------------------

Net income                                            $  129,521    $  121,399    $  368,394    $  155,164
                                                      ====================================================
Earnings per share:
  Basic                                               $     0.55    $     0.53    $     1.58    $     0.68
  Diluted                                             $     0.55    $     0.52    $     1.57    $     0.66
                                                      ====================================================
</TABLE>

See accompanying notes



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

              For the Period April 1, 1996 to December 31, 1997

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

<S>                                   <C>         <C>                <C>            <C>            <C>             <C>
Balance, April 1, 1996                $229,031    $1,448,282         $    0         $3,248,764     $       0       $4,926,077

  Issuance of 1,140 shares
   of common stock upon
   exercise of options                   1,140         9,812              0                  0             0           10,952
  Net income                                 0             0              0            155,164             0          155,164
  Net change in market value of
   investments available for sale,
   net of taxes                              0             0              0                  0             0                0
  Cash Dividends declared
   ($.51 per share)                          0             0              0           (117,202)            0         (117,202)
                                      ---------------------------------------------------------------------------------------

Balance, December 31, 1996             230,171     1,458,094              0          3,286,726             0        4,974,991

  Issuance of 1,268 shares
   of common stock upon
   exercise of options                   1,268        11,675              0                  0             0           12,943
  Net income                                 0             0              0             87,611             0           87,611
                                      ---------------------------------------------------------------------------------------

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

  Unearned compensation                      0             0              0                  0      (177,925)        (177,925)
  Compensation earned                        0             0              0                  0        17,219           17,219
  Issuance of 5,549 shares
   of common stock upon
   exercise of options                   5,549        48,228              0                  0             0           53,777
  Net income                                 0             0              0            368,394             0          368,394
  Net change in market value of
   investments available for sale,
   net of taxes                              0             0          5,837                  0             0            5,837
  Cash dividends declared
   ($.52 per share)                          0             0              0           (121,796)            0         (121,796)
                                      ---------------------------------------------------------------------------------------

Balance, December 31, 1997            $236,988    $1,517,997         $5,837         $3,620,935     $(160,706)      $5,221,051
                                      =======================================================================================
</TABLE>


See accompanying notes.



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

<TABLE>
<CAPTION>
                                                             Nine Months Ended
                                                               December 31,

                                                            1997           1996
                                                            ----           ----

<S>                                                      <C>            <C>
Cash flows from operating activities:
  Net income                                             $   368,394    $   155,164
  Adjustments to reconcile net income to net
   cash provided (used) by operating activities:
    Depreciation, amortization, and accretion                 73,488          7,722
    Provision for losses on loans                             50,000         72,000
    Gain on sale of loans                                    (37,222)       (30,465)
    Deferred fees                                               (737)         9,613
    (Gain)\Loss on sale of Real Estate Owned                   2,151         (1,639)
    Loans originated for sale                             (2,757,303)      (982,624)
    Proceeds from sales of loans                           2,541,825      1,380,195
    Decrease in other assets                                  54,206         12,000
    Change in income taxes
     receivable\payable                                       60,023         41,760
    Increase other liabilities                               314,525         79,478
                                                         --------------------------

    Net cash provided by operating activities                669,350        743,204


Cash flows from investing activities:
  Loan originations and repayments, net                      (86,508)    (5,444,520)
  Net increase in time deposits                             (793,000)       493,000
  Investment and mortgage-backed securities:
    Purchases                                               (826,117)    (2,579,060)
    Proceeds from sales, maturities and repayments           510,000      3,107,558
  Purchases of property and equipment                        (26,257)      (207,079)
  Proceeds from sale of real estate owned                     89,672        134,792
                                                         --------------------------

    Net cash used by investing activities                 (1,132,210)    (4,495,309)

Cash flows from financing activities:
  Net increase\(decrease) in certificates
   of deposits                                             1,715,690     (1,278,361)
  Net increase in demand, NOW, savings
   and money market deposit accounts                       2,721,241      1,901,647
  FHLB Advances                                            4,500,000      8,300,000
  FHLB Advances paid                                      (5,750,000)    (5,575,000)
  Dividends paid in cash                                    (121,796)      (117,202)
  Sale of common stock                                        53,777         10,952
  Acquisition of treasury stock                             (177,925)             0
                                                         --------------------------

    Net cash provided by financing activities              2,940,987      3,242,036
                                                         --------------------------

Net increase\(decrease) in cash and cash equivalents       2,478,127       (510,069)

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

Cash and cash equivalents, at end of period              $ 5,614,037    $ 2,217,982
                                                         ==========================
</TABLE>


See accompanying notes



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

                              December 31, 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.    Insurance Fund Resolution
      -------------------------

      The disparity between the Savings Association Insurance Fund (SAIF) 
      and Bank Insurance Fund (BIF) was resolved by Congress, by requiring, 
      Banks insured by the SAIF to pay a one time assessment to recapitalize 
      SAIF, effective September 30, 1996.  Accordingly a one-time charge of 
      $241,299 is reflected in the statement of income for the period ended 
      December 31,1996. 

3.    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 
      December 31, 1997 to shareholders of record on December 1, 1997.

4.    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).

5.    Stock Award Plan
      ----------------

      During the third quarter, the Company acquired 6,200 shares of common 
      stock as treasury stock and then awarded these shares to officers and 
      directors in accordance with the terms of the Company's Recognition 
      and Retention Plan.  The cost of this stock is recorded in unearned 
      compensation as a component of stockholders' equity.  The stock 
      awarded vests over five years and the unearned compensation is 
      amortized as compensation expense during the vesting period.

6.    Earnings Per Share
      ------------------

      The Company has implemented Statement of Financial Accounting 
      standards (FAS) 128, Earnings per Share, which is effective for fiscal 
      periods ending after December 15,1997, including interim periods, and 
      requires restatement of all prior-period earnings per share (EPS) data 
      presented.  This standard requires presentation of both basic and 
      diluted EPS on the face of the consolidated statements of income.

      Basic EPS excludes dilution and is computed by dividing income 
      available to common stockholders by the weighted-average number of 
      common shares outstanding for the period.  Diluted EPS reflects the 
      potential dilution that could occur if securities or other contracts 
      to issue common stock were exercised or converted into common stock or 
      resulted in the issuance of common stock that then shared in the 
      earnings of the entity.  EPS as previously reported for the three and 
      nine months ended December 31, 1996 was the same as basic EPS 
      calculated in accordance with FAS 128 for those periods; no diluted 
      EPS was required to be presented.

      EPS was computed based on the following:

<TABLE>
<CAPTION>
                                             Three months ended      Nine months ended
                                            12/31/97    12/31/96    12/31/97    12/31/96
                                            --------    --------    --------    --------

      <S>                                   <C>         <C>         <C>         <C>
      Net income available to common
       stockholders                         $129,521    $121,399    $368,394    $155,164
                                            ============================================
      Weighted average number of
       common shares outstanding, used
       for basic EPS                         235,375     230,129     233,330     229,783
      Dilutive effect of unexercised
       stock options                           2,022       5,429       1,548       5,371
                                            --------------------------------------------
      Weighted average number of
       common and dilutive shares
       outstanding, used for diluted EPS     237,398     235,558     234,878     235,154
                                            ============================================
</TABLE>

                   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 refinancing in response to 
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 from $58,925,368 at March 31, 1997 to 
$62,632,353 at December 31, 1997.  Of this amount cash and cash equivalents 
increased $2,478,127 or 79.02%, time deposits increased $793,000 or 72.81%, 
investment securities increased $325,412 or 9.59% and loans decreased by 
$2,808 or less than 1%.  The increase in cash and cash equivalents is 
primarily the result of continued deposit increases coupled with minimal 
loan demand.  The increases in time deposits and investment securities are 
an attempt to increase yield during this period of minimal loan growth.

      Total liabilities increased $3,561,479 or 6.61% between March 31, 1997 
and December 31, 1997.  Increases in Demand deposits of $521,111 or 22.20%, 
NOW accounts of $904,603 or 26.14%, Savings deposits of $475,457 or 8.35% 
and Certificates of deposit of $2,721,241 or 10.65% were slightly offset by 
a decrease in Money market accounts of $185,481 or 3.62%.  These increases 
are directly related to management's pricing strategy focused on increasing 
transaction accounts and Certificates of Deposit while maintaining or 
reducing the Bank's cost of funds.  Advances from the Federal Home Loan Bank 
decreased $1,250,000, or 10.93%.

      The allowance for losses on loans amounted to $295,457 at March 31, 
1997 compared to $329,652 at December 31, 1997.  The increase in allowance 
for loan losses is primarily due to the current periodic provision for loan 
losses.  At December 31, 1997 the Bank's allowance for loan losses as a 
percentage of total loans was 0.67%, compared to 0.60% at March 31, 1997.

      At March 31, 1997 and December 31, 1997 loans contractually past due 
90 days or more amounted to $145,466 or 0.29% of loans and $461,644 or 0.93% 
of loans respectively.  Non accrual of interest on these loans totaled 
$9,852 at March 31, 1997 as compared to $21,084 at December 31, 1997.  This 
total at December 31, 1997 is represented by six loans and management does 
not believe these loans materially affect the overall quality of the Bank's 
loan portfolio.

                            RESULTS OF OPERATIONS

Three Months Ended December 31, 1997 and 1996

Net Income

      Mid-Coast recorded net income for the three months ended December 31, 
1997 of $129,521 or $0.55 cents per share, compared to $121,399 or $0.53 
cents per share in the previous fiscal year.  The increase of $8,122 or 
6.69% represents modest growth and continues to reflect management's 
strategy of improving net interest income, and increasing other income while 
controlling expenses.

Interest Income

      Interest income increased $92,568 or 7.94% for three months ended 
December 31, 1997, primarily due to increases in the average balance of 
commercial loans of $1,800,278 or 24.21% and an increase in miscellaneous 
other interest income of $48,685 or 166%.  The increase in commercial loans 
is primarily related to the Bank's continued efforts to increase its 
commercial presence in Mid-Coast Maine.  Miscellaneous other interest income 
increased primarily as a result of an increase in the volume of Federal 
funds sold and an increase of $593,000 or 46% in Time Deposits.  The 
increase in Time Deposits is directly related to the Bank's efforts to 
increase yield on its assets, as compared to investing in Federal funds 
sold.  These increases were partially offset by decreases in investment and 
mortgage backed securities of $35,084 or 40.68% and a decrease in mortgage 
and consumer loan volume of $230,046 or 0.65% and $86,559 or 1.65% 
respectively.  Since December 31, 1997 the bank has instituted a loan 
promotion aimed at increasing volume without significantly effecting yield.

Interest Expense

      Total interest expense for the three month period ended December 31, 
1997 increased $56,797 or 9.28% compared to the same period in the previous 
fiscal year.  The increase in interest on deposits is primarily related to a 
$4,306,815 or 10.27% increase in total deposits.  This increase was 
generated as part  of the Bank's strategy to attract transaction account 
deposits and Certificates of Deposit, while focusing on reducing the average 
cost of funds.  The average cost of funds on deposits decreased 4 basis 
points for the current period compared to the period ended December 31, 
1996.  Interest on borrowed money increased $15,132 or 10.96% primarily as a 
result of an increase in average balances.

Net Interest Income

      Net interest income, before provision for loan losses increased 
$35,771 or 6.46% for the quarter ended December 31, 1997, as compared to the 
same quarter in the previous year.  The increase is primarily the result of 
an average balance increase in commercial loans and an increase in the 
volume of Fed Funds  sold and Time Deposits, which was partially offset by 
the increased expense related to deposit growth.

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 decrease in the Bank's provision for losses on loans is 
based upon management's belief that the total provision for losses on loans 
provides an adequate allowance commensurate with the moderate risks 
associated with the loan portfolio.

Non Interest Income

      Total non-interest income for the three month period ended December 
31, 1997 increased $16,724 or 26.92% as a result of fees and charges related 
to NOW accounts, overdraft fees and the sale of loans to the secondary 
market.  The increase in fees and charges is primarily related to increases 
in deposit volume, not rate increases.

Other Expenses

      Total other expenses for the three month period ended December 31, 
1997 increased $38,277 or 9.26% compared to the previous fiscal year.  The 
increase in other expenses resulted from increases in compensation levels 
(due in part to the Recognition and Retention Plan), advertising, real 
estate owned, the addition of an employee, depreciation and amortization and 
software licenses related to the Bank's computer conversion and modest 
increases in miscellaneous other expenses consisting of shareholder 
services, utilities, postage, and office supplies, which were partially 
offset by decreases in data processing and insurance and bonds.


Nine Months Ended December 31, 1997 and 1996


Net Income

      Mid-Coast reported net income of $368,394 or $1.58 per share for the 
nine months ended December 31, 1997 compared to $155,164 or $0.68 per share 
for the nine months ended December 31, 1996.  During the period, net 
interest income increased $89,790 or 5.56%.  Miscellaneous other income 
increased $44,387 or 24.89% and total other expenses decreased $148,273 or 
10.09%, compared to the previous fiscal year.  The decrease in total other 
expenses is directly related to the one-time assessment of $241,299 paid to 
recapitalize the Savings Association Insurance Fund (SAIF).  Total other 
expenses would have increased $93,026 or 7.57% compared to the period ended 
December 31, 1996, without the SAIF Assessment.

Interest Income

      Total interest income for the nine months ended December 31, 1997 
increased $233,296 or 6.81% compared to the same period in the previous 
fiscal year.  Interest on loans increased $253,449 or 8.20% primarily due to 
increases in the average balance on total loans and an increase in the 
aggregate yield on consumer, commercial and mortgage loans. Interest on 
investment securities decreased $34,084 or 18.12%. The increase in interest 
on loans was generated by a redistribution of total loans to include more  
commercial loans compared to the comparable prior year period.

Interest Expense

      Total interest expense for the nine months ended December 31, 1997 
increased $143,506 or 7.92% compared to the same period in the previous 
fiscal year.  Interest expense on deposits increased $18,735 or 1.29% and 
interest on borrowings increased $124,771 or 34.61%.  Interest on borrowed 
money increased primarily due to higher average balance of borrowings during 
the period.  The Bank has continued to focus its liability strategy on 
attracting low cost deposits and borrowing at rates more favorable than are 
available in the marketplace.  This strategy has reduced the cost of funds 
on deposits by 4 basis points while cost of funds on borrowings remains 
unchanged; compared to the same period in the previous fiscal year.

Net Interest Income

       Total net interest income for the nine months ended December 31, 
1997, increased $89,790 or 5.56% compared to the same period in the previous 
fiscal year.  This increase primarily results from increases in the average 
balances of consumer, commercial and mortgage loans and the commensurate 
yield on total loans coupled with increases in miscellaneous income.  These 
increases are partially offset by increased interest expense, attributable 
to growth in the average balance of deposits and increases in borrowings 
from the Federal Home Loan Bank.

Provisions for Losses on Loans

      The Bank's provision for losses on loans for the nine month period 
ended December 31, 1997 decreased to $50,000 as compared to $72,000 in the 
previous fiscal year.  The provision is deemed appropriate, based on 
management's belief that the current allowance for loan losses is adequate 
given the current loan portfolio and the associated risk.

Non-Interest Income

      Non-interest income for the nine months ended December 31, 1997 
increased $44,387 or 24.89% as compared to the same period in the previous 
fiscal year.  Increases occurred in all areas except gain on sale of real 
estate owned.  The gain in miscellaneous income of $35,713 or 30.80% as a 
result of fees and charges related to NOW accounts and overdraft fees and 
the sale of loans to the secondary market.  The NOW account and overdraft 
fee increase is primarily related to an increase of $1,251,127 or 30.80% in 
the volume of transaction account deposits as compared to the previous 
fiscal year.

Other Expenses

      Other expenses of the nine month period ended December 31, 1997 
decreased $148,273 or 10.09% from the previous fiscal year.  The decrease in 
other expenses is primarily related to the payment of the SAIF assessment.  
Other expenses increased $93,026 or 7.57% without the SAIF assessment as 
compared to the previous fiscal year.  This increase in other expenses 
resulted from increases in compensation levels (due in part to the 
Recognition and Retention Plan), the addition of an employee, depreciation 
and amortization and software licenses related to the computer conversion 
and increases in miscellaneous expenses consisting of shareholder services, 
utilities, postage and office supplies, which are partially offset by 
decreases in data processing, and other insurance expenses.

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-financial 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 December 31, 1997, the Holding Company's stockholders' equity was 
$5,221,051 or 8.34% 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 withdrawal deposits and borrowings with 
maturities of one year or less.  This minimum OTS required liquidity ratio 
is, currently 4%.  This rate 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 December 31, 1997, Waldoboro's liquidity ratio was 
approximately 12.95% compared to 14.55% at December 31, 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-weighting" 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 December 31, 1997, Waldoboro had tangible capital of $ 5,008,000 or 
8.01% of adjusted total assets, which exceeds the minimum required tangible 
capital and leverage ratio or "core" capital requirements.  Waldoboro had 
risk-based capital of $5,338,000 or 14.92% of risk-weighted assets at 
December 31, 1997.

Year 2000

      The Company has conducted a review of its computer systems to identify 
the systems that could be affected by the "Year 2000" issue and is 
developing a plan to resolve the issue.  The Year 2000 issue is the result 
of computer programs being written using two digits rather than four to 
define the applicable year.  Any of the Company's programs that have time-
sensitive software may recognize a date using "00" as the year 1900 rather 
than the year 2000.  This could result in a major system failure or 
miscalculations. 

      The Company presently believes that because of the conversion to new 
software in fiscal 1997, the Year 2000 problem will not pose significant 
operational problems for the Company's and the Bank's computer systems or 
material costs to be incurred.  The Company has plans to complete testing of 
its software and hardware on-site by December 31, 1998.  Also, the Bank's 
loan portfolio is not significantly concentrated with any single borrower 
(the largest commercial loan relationship is $595,000) and consists largely 
of loans secured by real estate, even considering the commercial loan 
portfolio.  These factors help mitigate year 2000 risks pertaining to the 
valuation of the loan portfolio.  The Bank is currently contacting its 
significant loan customers regarding their Year 2000 status and plans.  The 
Company does not anticipate any material concerns regarding other customers 
or vendors.  It should also be noted that the Bank's regulatory agency, the 
Office of Thrift Supervision, has been monitoring, and plans to continue 
such monitoring, the Bank's progress in addressing year 2000 matters.


                          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 December 31, 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.
           ----------------------------------------------------

           None.

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

           None.

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

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

           (27) Financial Data Schedule*
           *Submitted only with filing in electronic format.

      (b)  Reports on Form 8-K.

           None.

                                 SIGNATURES


      In accordance with the requirements of The Exchange Act, the 
registrant has caused this report to be signed on its behalf by the 
undersigned, thereunto duly authorized.

                                       MID-COAST BANCORP, INC.



Date February 13, 1998                 /s/ Wesley E. Richardson
     -----------------                 ----------------------------------------
                                                     (Signature)
                                                Wesley E. Richardson
                                               President and Treasurer