EXHIBIT 10.7
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                              EMPLOYMENT AGREEMENT
                              --------------------

                             as amended and restated

         THIS  AGREEMENT  entered  into  this  31 day of May,  1998  ("Effective
Date"),  by and between  Landmark Federal Savings Bank (the "Bank") and Larry L.
Schugart (the "Employee").

         WHEREAS,  the  Employee  has  heretofore  been  employed by the Bank as
President and Chief  Executive  Officer and is  experienced in all phases of the
business of the Bank; and

         WHEREAS, the parties have previously enter into an Employment Agreement
dated September 30, 1994, as subsequently amended and renewed; and

         WHEREAS, the parties desire by this writing to set forth the continuing
employment relationship of the Bank and the Employee.

         NOW, THEREFORE, it is AGREED as follows:

         1.  Employment.  The  Employee  is  employed  in  the  capacity  as the
President and Chief  Executive  Officer of the Bank.  The Employee  shall render
such administrative and management services to the Bank and Landmark Bancshares,
Inc.  ("Parent") as are currently  rendered and as are customarily  performed by
persons situated in a similar executive capacity.  The Employee shall promote to
the extent permitted by law the business of the Bank and Parent.  The Employee'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.

         2. Base  Compensation.  The Bank agrees to pay the Employee  during the
term of this  Agreement  a salary at the rate of $95,000  per annum,  payable in
cash not less  frequently than monthly;  provided,  that the rate of such salary
shall be reviewed by the Board of Directors  not less often than  annually,  and
Employee shall be entitled to receive annually an increase at such percentage or
in such an amount as the Board of Directors in its sole discretion may decide at
such time.

         3. Discretionary Bonus. The Bank will continue to periodically consider
the payment of cash bonuses in accordance  with past business  practices,  based
upon the  performance of the Employee and the results of operations of the Bank.
The Employee shall be entitled to  participate  in an equitable  manner with all
other senior management  employees of the Bank in bonuses that may be authorized
and declared by the Board of Directors to its senior  management  employees from
time to time.  No other  compensation  provided for in this  Agreement  shall be
deemed  a  substitute   for  the   Employee's   right  to  participate  in  such
discretionary bonuses when and as declared by the Board of Directors.


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         4. (a)  Participation  in  Retirement,  Medical  and Other  Plans.  The
Employee  shall be entitled to  participate  in any plan of the Bank relating to
pension,  profit-sharing,  or other retirement  benefits and medical coverage or
reimbursement  plans that the Bank may adopt for the  benefit of its  employees.
Additionally,  Employee's  dependent  family shall be eligible to participate in
medical and dental insurance plans sponsored by the Bank or Parent with the cost
of such premiums paid by the Bank. The Employee shall be entitled to participate
in any stock  benefit  programs,  tax-qualified  or  non-tax-qualified  deferred
compensation plans or any other fringe benefits instituted by the Bank.

         (b) Employee  Benefits;  Expenses.  The  Employee  shall be eligible to
participate in any fringe benefits which may be or may become  applicable to the
Bank's senior management employees,  including by example,  participation in any
stock  option or  incentive  plans  adopted by the Board of Directors of Bank or
Parent, club memberships,  a reasonable expense account,  and any other benefits
which are commensurate with the  responsibilities  and functions to be performed
by the Employee under this Agreement.  The Bank shall reimburse Employee for all
reasonable  out-of-pocket expenses which Employee shall incur in connection with
his service for the Bank.

         5. Term. The term of employment of Employee under this Agreement  shall
be for the period  commencing on the Effective Date and ending  thirty-six  (36)
months thereafter ("Term").  Additionally,  on each annual anniversary date from
the  Effective  Date,  the term of  employment  under  this  Agreement  shall be
extended for an additional one year period beyond the then effective  expiration
date upon a  determination  and  resolution  of the Board of Directors  that the
performance of the Employee has met the requirements and standards of the Board,
and that the term of such Agreement shall be extended.

         6.       Loyalty; Noncompetition.

         (a) The  Employee  shall  devote  his full  time and  attention  to the
performance  of  his  employment  under  this  Agreement.  During  the  term  of
Employee's employment under this Agreement, the Employee shall not engage in any
business or activity  contrary to the business  affairs or interests of the Bank
or Parent.

         (b) Nothing  contained  in this Section 6 shall be deemed to prevent or
limit the right of Employee to invest in the capital  stock or other  securities
of any  business  dissimilar  from that of the Bank or Parent,  or,  solely as a
passive or minority investor, in any business.

         7.  Standards.  The  Employee  shall  perform  his  duties  under  this
Agreement in accordance  with such  reasonable  standards  expected of employees
with comparable positions in comparable  organizations and as may be established
from time to time by the Board of Directors.


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         8. Vacation and Sick Leave.  At such  reasonable  times as the Board of
Directors  shall in its  discretion  permit,  the  Employee  shall be  entitled,
without loss of pay, to absent himself  voluntarily  from the performance of his
employment  under this Agreement,  with all such voluntary  absences to count as
vacation time; provided that:

         (a) The  Employee  shall  be  entitled  to  annual  vacation  leave  in
accordance  with the policies as are  periodically  established  by the Board of
Directors for senior management employees of the Bank.

         (b) The  Employee  shall not be  entitled  to  receive  any  additional
compensation  from the Bank on account of his failure to take vacation leave and
Employee  shall not be entitled to  accumulate  unused  vacation from one fiscal
year to the next, except in either case to the extent authorized by the Board of
Directors for senior management employees of the Bank.

         (c) In addition to the aforesaid paid vacations,  the Employee shall be
entitled without loss of pay, to absent himself voluntarily from the performance
of his employment with the Bank for such additional periods of time and for such
valid and  legitimate  reasons as the Board of Directors in its  discretion  may
determine.  Further,  the Board of  Directors  shall be entitled to grant to the
Employee a leave or leaves of absence  with or without pay at such time or times
and upon such terms and  conditions as the Board of Directors in its  discretion
may determine.

         (d) In addition, the Employee shall be entitled to an annual sick leave
benefit as established by the Board of Directors for senior management employees
of the Bank.  In the event that any sick leave  benefit shall not have been used
during any year, such leave shall accrue to subsequent  years only to the extent
authorized by the Board of Directors for employees of the Bank.

         9.       Termination and Termination Pay.

         The Employee's employment under this Agreement shall be terminated upon
any of the following occurrences:

         (a) The death of the  Employee  during the term of this  Agreement,  in
which event the Employee's  estate shall be entitled to receive the compensation
due the  Employee  through the last day of the  calendar  month which is six (6)
months after Employee's death

         (b) The Board of Directors may terminate the  Employee's  employment at
any time, but any termination by the Board of Directors  other than  termination
for Just Cause,  shall not prejudice the  Employee's  right to  compensation  or
other benefits under the Agreement.  The Employee 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 Employee's
personal dishonesty, incompetence,


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willful  misconduct,   breach  of  fiduciary  duty  involving  personal  profit,
intentional failure to perform stated 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.

         (c) Except as  provided  pursuant  to  Section 12 herein,  in the event
Employee's  employment  under  this  Agreement  is  terminated  by the  Board of
Directors without Just Cause, the Bank shall be obligated to continue to pay the
Employee  the salary  provided  pursuant to Section 2 herein,  up to the date of
termination  of the term  (including any renewal term) of this Agreement and the
cost of Employee  obtaining all health,  life,  disability,  and other  benefits
which the Employee  would be eligible to  participate in through such date based
upon the benefit levels  substantially equal to those being provided Employee at
the date of  termination  of  employment,  but in no event  shall such salary or
benefits  continuation  be for a period  of less  than one year from the date of
termination of employment.

         (d) If the  Employee  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 parties shall not be affected.

         (e) 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.

         (f) 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.

         (g) The voluntary  termination by the Employee  during the term of this
Agreement  with the delivery of no less than 60 days written notice to the Board
of Directors,  other than pursuant to Section 12(b),  in which case the Employee
shall be entitled  to receive  only the  compensation,  vested  rights,  and all
employee benefits up to the date of such termination.


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         (h) Notwithstanding  anything herein to the contrary, any payments made
to the Employee 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.

         10.  Suspension  of  Employment . If the  Employee 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 shall, (i) pay the Employee
all or part of the  compensation  withheld while its contract  obligations  were
suspended and (ii) reinstate any of its obligations which were suspended.

         11. Disability.  If the Employee shall become disabled or incapacitated
to the extent  that he is unable to perform his duties  hereunder,  by reason of
medically determinable physical or mental impairment,  as determined by a doctor
engaged by the Board of  Directors,  Employee  shall  nevertheless  continue  to
receive the compensation and benefits which may be payable to Employee under the
provisions of disability  insurance coverage in effect for Bank employees.  Upon
returning to active full-time  employment,  the Employee's full  compensation as
set forth in this Agreement  shall be reinstated as of the date of  commencement
of such activities.  In the event that the Employee returns to active employment
on other than a full-time basis,  then his compensation (as set forth in Section
2 of this  Agreement)  shall be reduced in  proportion to the time spent in said
employment, or as shall otherwise be agreed to by the parties.

         12.      Change in Control.

         (a) Notwithstanding any provision herein to the contrary,  in the event
of the involuntary termination of Employee's employment under this Agreement, in
connection with or within 18 months  following any change in control of the Bank
or Parent,  Employee  shall be paid an amount  equal to the product of three (3)
times the  Employee's  "base  amount" as defined  in Section  280G(b)(3)  of the
Internal  Revenue  Code  of  1986,  as  amended  (the  "Code")  and  regulations
promulgated thereunder less one dollar. Said sum shall be paid, at the option of
Employee,  either  (i) in  periodic  payments  over  the next 36  months  or the
remaining term of this Agreement, whichever is less, as if Employee's employment
had not been terminated,  or (ii) in one (1) lump sum within thirty (30) days of
such  termination,  and  such  payments  shall  be in lieu of any  other  future
payments which the Employee would be otherwise entitled to receive under Section
9  of  this  Agreement.   Further,   Employee  shall  be  eligible  to  continue
participation  for the Employee and Employee's  dependents under the medical and
dental insurance program of the Bank, and any successors thereto,  from the date
of such termination of employment  through the period ending as of the first day
of the month following Employee's attainment of age 65.


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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 Employee 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 Code. The term "control"  shall refer to the ownership,  holding or power to
vote more than 25% of the Parent's or Bank's  voting  stock,  the control of the
election of a majority of the Parent's or Bank's directors, or the exercise of a
controlling  influence  over the management or policies of the Parent or Bank by
any person or by persons  acting as a group within the meaning of Section  13(d)
of the  Securities  Exchange Act of 1934.  The term "person" means an individual
other than the Employee,  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,  Employee may voluntary  terminate his employment under this Agreement
following  a  change  in  control  of the Bank or  Parent,  and  Employee  shall
thereupon be entitled to receive the payment  described in Section 12(a) of this
Agreement,  upon the occurrence,  or within one year  thereafter,  of any of the
following events, which have not been consented to in advance by the Employee in
writing:  (i) if Employee  would be required to move his  personal  residence or
perform his principal  executive functions more than thirty-five (35) miles from
the Employee's  primary office as of the signing of this  Agreement;  (ii) if in
the organizational  structure of the Bank or Parent,  Employee would be required
to report to a person or  persons  other  than the Board of the Bank or  Parent;
(iii) if the Bank or Parent should fail to maintain  existing  employee benefits
plans,  including  material fringe benefit,  stock option and retirement  plans;
(iv) if Employee would be assigned duties and responsibilities  other than those
normally associated with his position as referenced at Section 1, herein; (v) if
Employee  would not be elected or  reelected  to the Board of  Directors  of the
Bank; or (vi) if Employee's  responsibilities  or authority have in any way been
materially diminished or reduced.

         (c) 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 extend  that the parties  may  otherwise  reach a mutual
settlement of such issue. The Bank shall incur the cost of all fees and expenses
associated  with filing a request for  arbitration  with the AAA,  whether  such
filing  is  made on  behalf  of the  Bank or the  Employee,  and the  costs  and
administrative  fees  associated  with  employing  the  arbitrator  and  related
administrative  expenses assessed by the AAA. The Bank shall reimburse  Employee
for all costs and expenses,  including reasonable  attorneys' fees, arising from
such dispute, proceedings or actions, notwithstanding


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the ultimate outcome  thereof.  Such  reimbursement,  which shall not exceed the
Employee's compensation for the remaining term of this Agreement,  shall be paid
within  ten (10) days of  Employee  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 Employee.  Any such request for reimbursement
by Employee shall be made no more frequently than at sixty (60) day intervals.

         13.      Successors and Assigns.

         (a) This  Agreement  shall inure to the benefit of and be binding  upon
any  corporate or other  successor  of the Bank or Parent  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.

         (b) Since the Bank is contracting for the unique and personal skills of
the Employee,  the Employee  shall be precluded from assigning or delegating his
rights or duties  hereunder  without first  obtaining the written consent of the
Bank.

         14.  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.

         15.  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 Kansas,  except to the  extent  that  Federal  law shall be
deemed to apply.

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

         17. 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.

         18. Indemnification; Insurance

                  (a) Indemnification. The Bank agrees to indemnify the Employee
and his heirs,  executors,  and  administrators  to the fullest extent permitted
under applicable law and regulations,  including,  without  limitation 12 U.S.C.
Section  1828(k),  against  any  and all  expenses  and  liabilities  reasonably
incurred by the Employee in connection  with or arising out of any action,  suit
or proceeding in which the Employee may be involved by reason of his having been
a director or officer of the Bank or any of its subsidiaries, whether or not the
Employee is a director or officer at the time of incurring  any such expenses or
liabilities.  Such  expenses and  liabilities  shall  include,  but shall not be
limited


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to,  judgments,  court  costs  and  attorney's  fees and the cost of  reasonable
settlements.  The Employee shall be entitled to  indemnification in respect of a
settlement  only if the  Board  of  Directors  of the  Bank  has  approved  such
settlement. Notwithstanding anything herein to the contrary, (i) indemnification
for  expenses  shall not  extend to  matters  for  which the  Employee  has been
terminated for, and (ii) the obligations of this Section 18 shall survive the of
this.  Nothing  contained  herein  shall be  deemed to  provide  indemnification
prohibited by applicable law or regulation.

                  (b)  Insurance.  During the of the  Agreement,  the Bank shall
provide  the  Employee  (and his  heirs,  executors,  and  administrators)  with
coverage  under a  directors'  and  officers'  liability  policy  at the  Bank's
expense,  at least equivalent to such coverage  otherwise  provided to the other
directors and senior officers of the Bank.