SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549


FORM 10-Q


X  	QUARTERLY REPORT PURSUANT TO SECTION 13
            OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE
SECURITIES EXCHANGE ACT OF 1934
For transition period from ________ to ________

Commission File Number 0-20878



MNB BANCSHARES, INC.
(Exact name of Registrant as specified in its charter)

Delaware                 		
(State or other jurisdiction		  
of incorporation or organization)

48-1120026                      
(I.R.S. Employer Identification Number)

800 Poyntz Avenue, Manhattan, Kansas        66502
(Address of principal executive offices)   (Zip Code)

(785) 565-2000
(Registrant's telephone number, including area code)

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 __

Indicate the number of shares outstanding of each of the 
Registrant's classes of common stock as of the latest practicable 
date:  As of November 10, 1997, the Registrant had outstanding 
639,110 shares of its common stock, $.01  par value per share. 


MNB BANCSHARES, INC.
Form 10-Q Quarterly Report

Table of Contents



PART I

							Page Number

Item 1.		Financial Statements and Related Notes   1 - 5
Item 2.		Management's Discussion and Analysis 
         of Financial Condition and Results of 
       		Operations				                            6-12


PART II

Item 1.		Legal Proceedings			                        13
Item 2.		Changes in Securities			                    13
Item 3.		Defaults Upon Senior Securities		           13
Item 4.		Submission of Matters to a Vote of
		       Security Holders			                         13
Item 5.		Other Information			                        13
Item 6.		Exhibits and Reports on Form 8-K	           13


		Form 10-Q Signature Page		                         14

<TABLE>
MNB BANCSHARES, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
<CAPTION>
                                     September 30,    December 31,
                                     1997             1996
                                     (Unaudited)
<S>                                  <C>               <C>
ASSETS
Cash and cash equivalents:
Cash                                 $  2,250,079        $2,670,159 
Interest-bearing deposits in other 
financial institutions                  2,600,000         1,900,000   
Total cash and cash equivalents         4,850,079         4,570,159 
Investment securities:
Held to maturity at amortized cost 
(estimated fair value of $6,388,000 
and $10,154,000 respectively)           6,359,039        10,113,010
Available-for-sale at estimated 
fair value                             25,371,811        23,125,844
Loans, net                             64,077,298        62,549,048
Premises and equipment, net             1,459,929         1,325,798
Other assets                            1,746,481         1,736,565
Total assets                        $ 103,864,637     $ 103,420,424 

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits                             $ 88,100,400      $ 86,709,950 
Other borrowings                        2,809,895         3,615,020 
Accrued expenses, taxes and 
other liabilities                         981,599         1,761,289 
Total liabilities                      91,891,894        92,086,259 
Stockholders' equity:
Common stock, $.01 par, 1,500,000 
shares authorized, 639,110 and 
605,215 shares issued and outstanding 
at 1997 and 1996, respectively              6,391             6,052 
Additional paid in capital              7,103,581         6,321,016 
Retained earnings                       5,126,921         5,340,873 
Unrealized gain (loss) on investment 
securities available-for-sale, 
net of tax                                 45,745           (18,756)
Unearned employee benefits               (309,895)         (315,020)
Total stockholders' equity             11,972,743        11,334,165 
Total liabilities and stockholders' 
equity                               $103,864,637      $103,420,424 
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>

<TABLE>
MNB BANCSHARES, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS 
OF EARNINGS (Unaudited)
<CAPTION>
                                             For the nine months ended 
                                                   September 30,
                                           1997                 1996
<S>                                        <C>                  <C>
Interest income:
Loans                                      $4,398,957            $4,292,649 
Investment securities                       1,412,354             1,334,096 
Other                                         124,278               126,214 
Total interest income                       5,935,589             5,752,959 
Interest expense:
Deposits                                    2,901,372             2,889,377 
Borrowed funds                                144,328               155,399 
Total interest expense                      3,045,700             3,044,776 
Net interest income                         2,889,889             2,708,183 
Provision for loan losses                      45,000                  -   
Net interest income after 
provision for loan losses                   2,844,889              2,708,183 
Noninterest income:
Fees and service charges                      379,057                395,062
Gains on sale of loans                         64,395                 53,039 
Loss on sale of investments                   (21,309)               (15,213)
Other                                          86,102                 27,262 
Total noninterest income                      508,245                460,150 
Noninterest expense:
Compensation and benefits                   1,039,456                919,651 
Occupancy and equipment                       322,504                281,777 
Federal deposit insurance premiums             35,536                121,633 
FDIC special assessment                           -                  449,000 
Data processing                                76,964                 90,619 
Amortization                                   80,636                 84,597 
Advertising                                    59,391                 48,167 
Professional fees                             112,133                102,311 
Stationery, printing and office supplies       55,312                 73,836 
Other                                         449,259                415,318 
Total noninterest expense                   2,231,191              2,586,909 
Earnings before income taxes                1,121,943                581,424 
Income tax expense                            344,320                192,659 
Net earnings                                 $777,623               $388,765 
Net earnings per share                          $1.17                  $0.59 
Dividends per share                            $0.375                $0.1937 
Average common and common
 equivalent shares outstanding                666,332                662,957 
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>

<TABLE>
MNB BANCSHARES, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
<CAPTION>
                                For the three months ended
                                       September 30,
                                1997                     1996
                                <C>                      <C>
Interest income:
Loans                           $1,509,183                $1,440,229 
Investment securities              480,409                   446,980 
Other                               54,570                    38,581 
Total interest income            2,044,162                 1,925,790
Interest expense:Deposits          990,464                   972,082 
Borrowed funds                      40,800                    45,893 
Total interest expense           1,031,264                 1,017,975 
Net interest income              1,012,898                   907,815 
Provision for loan losses           15,000                        -   
Net interest income after 
provision for loan losses          997,898                   907,815 
Noninterest income:
Fees and service charges           124,762                   135,106 
Gains on sale of loans              42,561                    25,787
 Loss on sale of investments       (14,425)                   (1,273)
Other                               19,618                    20,701 
Total noninterest income           172,516                   180,321 
Noninterest expense:
Compensation and benefits          368,178                   309,865 
Occupancy and equipment            120,028                    98,682 
Federal deposit insurance 
premiums                            11,633                    43,069 
FDIC special assessment                 -                    449,000 
Data processing                     25,102                    25,390 
Amortization                        26,180                    27,500 
Advertising                         17,394                    12,259 
Professional fees                   33,677                    20,345 
Stationery, printing and 
office supplies                     15,493                    11,908
Other                              149,144                   126,690 
Total noninterest expense          766,829                 1,124,708 
Earnings before income taxes       403,585                   (36,752)
Income tax expense                 119,125                   (16,467)
Net earnings                      $284,460                  ($20,105)
Net earnings per share               $0.43                    ($0.03)
Dividends per share                 $0.125                    $0.0656 
Average common and common 
equivalent shares outstanding      666,252                    662,174 
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>


<TABLE>
MNB BANCSHARES, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
                                           For the nine months ended 
                                                    September 30,
                                             1997               1996
                                             <C>                <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES     $253,924           $1,240,602 

INVESTING ACTIVITIES
Net increase in loans                       (1,712,470)          (1,787,268)
Maturities and prepayments of 
investments held to maturity                 3,758,946            5,826,991 
Purchase of investment held to maturity            -               (342,906)
Maturities and prepayments of investments 
available for sale
                                             3,462,291            3,472,785 
Purchase of investments available for sale  (8,178,591)         (11,049,923)
Proceeds from sale of investment securities 
available for sale                           2,582,280            3,511,808 
Proceeds from sales of other real estate        53,300                5,279 
Net cash used to purchase insurance agency     (30,000)                 -  
Purchases of equipment and building 
improvements                                  (291,539)            (83,063)
Net cash used in investing activities         (355,783)           (446,297)

FINANCING ACTIVITIES
FHLB advances (net)                           (800,000)         (1,225,000)
Net increase (decrease) in deposits          1,390,450            (630,867)
Net increase in securities sold 
under agreement to repurchase                    -                 200,000 
Issuance of common stock under 
stock option plan                               31,306                  -   
Cash dividends paid on common stock           (239,977)          (116,138)
Net cash provided by (used in) financing 
activities                                     381,779         (1,772,005)
Net increase (decrease) in cash and 
cash equivalents                               279,920           (977,700)
Cash and cash equivalents at beginning 
of period                                    4,570,159          2,924,017 
Cash and cash equivalents at end of period $ 4,850,079         $1,946,317 

Supplemental disclosure of cash flow 
information
Cash paid during period for interest        $3,112,000         $3,195,000 
Cash paid during period for taxes           $ 347,000           $ 384,000 

Supplemental disclosure of noncash 
investing and financing activities:
Conversion of loans to real estate owned       $-                $ 26,600 
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>

MNB BANCSHARES, INC. AND SUBSIDIARY
Notes to Condensed Consolidated Financial Statements



1.	Interim Financial Statements.  The condensed consolidated financial 
statements of MNB Bancshares, Inc. and subsidiary have been prepared in 
accordance with the instructions to Form 10-Q.  To the extent that 
information and footnotes required by generally accepted accounting 
principles for complete financial statements are contained in or consistent 
with the audited financial statements incorporated by reference in the 
Company's Annual Report on Form 10-K for the year ended 
December 31, 1996, such information and footnotes have not been
duplicated herein.  In the opinion of magement, all adjustments,
consisting of normal recurring accruals, considered necessary for a fair 
presentation of financial statements have been reflected herein.  
The December 31, 1996 condensed consolidated balance sheet has 
been derived from the audited balance sheet as of that date.  The results 
of the interim periods ended September 30, 1997 are not necessarily 
indicative of the results expected for the year ended December 31, 1997.

2.	Earnings Per Share.  Net earnings per share have been computed 
based on the average number of shares and common equivalent shares 
outstanding during the period.  All periods presented herein reflect 
retroactive adjustment of the 5% stock dividends declared by the 
Company on May 15, 1997 and August 12, 1996.

3. 	Recent Accounting Developments.  The Company will adopt Statement 
of Financial Accounting Standards (SFAS) Nos. 125 and 127 relating to 
transfers and servicing of financial assets and extinguishments of 
liabilities during 1997 and 1998, according to the required implementation 
dates.  SFAS No. 125, adopted January 1, 1997, did not have a material 
effect on the financial statements.  The adoption of SFAS No. 127 on 
January 1, 1997 is not expected to have a material effect on financial 
statements.

In February 1997, the Financial Accounting Standards Board issued Statement 
No. 128, "Earnings Per Share" which revised the calculation and presentation 
provisions of Accounting Principles Board Opinion 15 and related 
interpretations.  SFAS No. 128 is effective for the Company's fiscal year 
ending December 31, 1997.  Retroactive application will be required.  The 
Company believes the adoption of SFAS No. 128 will not have a significant 
effect on its reported earnings per share.

MNB BANCSHARES, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

General.  MNB Bancshares, Inc. (the "Company") is a bank holding company 
incorporated under the laws of the State of Delaware and is engaged in the 
banking business through its wholly-owned subsidiary, Security National Bank 
(the "Bank").  The Company's results of operations depend primarily on net 
interest income, which is the difference between interest income from 
interest-earning assets and interest expense on interest-bearing liabilities.  
The Company's operations are also affected by non-interest income, such as 
service charges, loan fees and gains and losses from the sale of newly 
originated loans.  The Company's principal operating expenses, aside from 
interest expense, consist of compensation and employee benefits, occupancy 
costs, federal deposit insurance, data processing, and the provision for loan 
losses.

On September 16, 1997, the company announced it had signed a definitive 
agreement for the acquisition of Freedom Bancshares, Inc. ("Freedom"), Osage 
City, Kansas, the holding company for Citizens State Bank of Osage City, with 
a branch in Beloit, Kansas.  The proposed acquisition of Freedom, which has 
$43 million in assets, is anticipated to close during the first quarter of 
1998, subject to regulatory and Freedom shareholder approval.

Net earnings for the first nine months of 1997 increased to $777,623 
compared to $388,765 for the first nine months of 1996.  This substantial 
increase was the 
result of an expense accrual of $449,000 which was made in 1996 for the 
amount of the Company's one-time assessment to fund the Federal Deposit 
Insurance Corporation's (the "FDIC") recapitalization of the Savings 
Association Insurance Fund (the "SAIF") as mandated by the Omnibus 
Appropriations bill signed into law on September 30, 1996.  Absent that 
expense, earnings, net of tax, would have been $667,345, at September 30, 
1996.  Net interest income after provision for loan losses increased 
$136,706, or 5.1%, to $2,844,889.  Gains on sale of loans increased 21.4%, 
or $11,356, to $64,395; and non-interest expense decreased 
$355,718, or 13.8%, to $2,231,191. The decrease in non-interest expense was 
due to the FDIC special assessment.

Net earnings for the third quarter of 1997 increased to $284,460 compared to a 
loss of $20,105 in the same period in 1996.  This was due to the expense for 
the FDIC special assessment of $449,000 in 1996.  Absent this expense, 
earnings, net of tax in 1996, would have been $258,475, compared to 
$284,460, or an increase of 10.1%.  Net interest income, after provision 
for loan losses, showed an increase from $907,815 to $997,898, or 9.9%, 
during this period.  Total noninterest income decreased $7,805, or 4.3%.  
Increased gains on sale of loans of $16,774 was not enough to offset 
increased losses on sale of investment securities available for 
sale and decreased fees and service charges.  Losses on sale of 
investment securities increased from $1,273 in the third quarter of 1996 
to $14,425 in the third quarter of 1997.  Noninterest income from fees 
and service charges also decreased 7.7% to $124,762 compared to $135,106 
in the third quarter of 1996.

Interest Income.  Interest income increased by $182,630, or 3.2%, to $5.9 
million during the first nine months of 1997.  This increase was the result of 
an increase in interest on loans of 2.5%, or $106,308, and interest on 
investment securities of $78,258, or 5.9%.  Interest earned on securities 
increased as securities matured and were reinvested in securities yielding 
higher interest rates. The slight decrease in other income of $1,936, or 
1.5%, was the result of decreased average funds available for investment in 
short-term, overnight interest-bearing accounts for the nine month period 
ending September 30, 1997.

Interest income for the third quarter of 1997 increased by $118,372, or 6.1%, 
compared to the same period of 1996. Interest on loans and investment 
securities increased as the loan outstandings increased $2.5 million, or 
3.9%, over the same quarter last year. Additionally, proceeds from maturing 
securities have been reinvested in securities with higher rates.  Interest 
income on loans increased $68,954, to $1.5 million from $1.4 million, or 
4.8% and interest income from investment securities increased $33,429, or 
7.5%, to $480,409. Other interest income increased $15,989, or 41.4%, 
because of increased average funds available for investment in short-term 
overnight interest-bearing deposits in the third quarter of 1997.

Interest Expense.  Interest expense remained steady at $3.0 million during the 
first nine months of 1997.  Deposit interest expense increased $11,995, or 
0.4%, while interest expense on borrowings, consisting of advances from the 
Federal Home Loan Bank of Topeka (the "FHLB"), declined $11,071, or 7.1% 
during this time period, as these liabilities have been liquidated as they 
matured.

Interest expense for the third quarter of 1997 increased slightly from 
$1,017,975 to $1,031,264 for the third quarter of 1996.  Deposit interest 
expense increased $18,382, or 1.8%, to $990,464.  This was partially offset 
by a decrease of $5,093 on interest expense on borrowings to $40,800.  
This decrease was the result of liquidation of  borrowings as they matured.

Provision for Loan Losses. A provision for loan losses of $45,000 for the 
first nine months of 1997 was made, compared to none in 1996.  After 
management's quarterly review of the loan portfolio and an economic analysis 
performed at the end of the third quarter in 1996, a provision of $5,000 per 
month was initiated and continued during the first nine months of 1997.  
This was due to management's efforts relating to the expansion of the 
Company's commercial lending activities.  At the same time, expanded 
internal guidelines for credit risk evaluation and documentation were 
created and implemented.  These factors will continue to be assessed and 
further changes will be made if circumstances warrant such changes.  At 
September 30, 1997, the allowance for loan losses was $869,104, or 1.3% of 
gross loans outstanding, compared to $811,653 at September 30, 1996.  The 
allowance for loan losses was $819,660 at December 31, 1996, or 1.3% of 
gross loans outstanding.

Noninterest Income.  Noninterest income increased $48,095, or 10.5%, for the 
first nine months of 1997.  A decrease of $16,005, or 4.2%, in fees and service 
charges from $395,062  to $379,057 was partially offset by a change in the 
gains on sale of loans of $11,356 from $53,039 to $64,395, for a 21.4% 
increase. A loss on sale of investment securities available for sale of 
$21,309 was incurred as the Company sought to reposition its portfolio and 
lengthen its maturities.  Some lower-yield, short-term securities were sold 
and the proceeds reinvested in intermediate securities.  The analysis done on
these transactions indicated that the losses incurred will be recovered by 
the second quarter of 1998.  The increase in other noninterest income of 
$58,840, or 215.8%, to $86,102 included a gain on the sale of real estate 
owned of $30,016, along with $13,258 in income for technical services 
provided by a Company employee to a community service provider in 
Manhattan, and $15,686 in commission income from the insurance agency, a 
wholly-owned subsidiary of the Bank.

Noninterest income for the third quarter of 1997 compared to 1996 decreased 
$7,805, or by 4.3%.  Fees and service charges decreased $10,344, or 7.7%, to 
$124,762. This decrease was offset by increased gains on sale of loans of 65.0% 
from $25,787 to $42,561.  This increase in gains on sale of loans was a 
result of an increased profit margin of loans sold to the secondary market.  
However, losses on sale of investment securities of $14,425 were incurred 
during this quarter as part of the repositioning of the securities portfolio 
mentioned above. Other income decreased slightly from $20,701 to $19,618, 
or 5.2%. 

Noninterest Expense.  Noninterest expense decreased $355,718, or 13.8% 
to $2.2 million for the first nine months of 1997. Of this decrease, $449,000 
was attributable to the accrual of the FDIC one-time special assessment in 
1996 and a decrease of $86,097, or 70.2%, in regular FDIC premiums. 
Stationery, printing and office supplies decreased $18,524, or 25.1%, 
along with a decrease of $13,655, or 15.1%, in data processing expenses 
to $76,964 from $90,619. These decreases were offset by increases in 
occupancy and equipment expense of $40,727, or 14.5%, and compensation 
of 13.0% from $919,651 to $1,039,456.  The reduction in stationery, printing 
and office supplies was the result of the costs incurred in connection with the 
change of name and consolidation of the bank subsidiaries in December, 1995.  
The decrease in data processing was also the result of the consolidation of 
subsidiaries.  The increase in compensation and occupancy and equipment 
was due in large part to the new Topeka branch facility opened in May of 
this year.  Other operating expense increased $33,941, or 8.2%, from 
$415,318 to $449,259.

Total noninterest expense decreased 31.8% to $766,829 for the third quarter 
of 1997. This was due to the estimated accrual of the FDIC special assessment 
of $449,000 in 1996, along with a decrease of $31,436 in the regular FDIC 
premiums from $43,069 to $11,633.  These decreases were offset by increases 
in compensation of $58,313, or 18.8%, and occupancy and equipment of 21.6% 
from $98,682 to $120,028, due in large part to the new branch facility in 
Topeka.  Other operating expenses increased $22,454, or 17.7%.

Asset Quality and Distribution.  The Company's total assets increased slightly 
to   $103.9 million at September 30, 1997 compared $103.4 million at December 
31, 1996.  The Company's primary ongoing sources of funds are deposits, 
proceeds from principal and interest payments on loans and investment 
securities and proceeds from the sale of mortgage loans and investment 
securities.  While maturities and scheduled amortization of loans are a 
predictable source of funds, deposit flows and mortgage prepayments are 
greatly influenced by general interest rates, economic conditions, 
competition, and the restructuring of the financial services industry.

The primary investing activities of the Company are the origination of loans 
and the purchase of investment securities.  During the first nine months of 
1997, the Company originated mortgage loans in the amount of $19.1 million 
compared to $23.6 million during the first nine months of 1996.  Generally, 
the Company originates fixed rate residential mortgage loans for immediate 
sale and does not warehouse loans to speculate on interest rates.  During 
the first nine months of 1997, the Company originated consumer and commercial
non-mortgage loans of $16.8 million compared to $8.7 million during the same 
time period for 1996.

Management believes the quality of the loan portfolio continues to be strong.  
As of September 30, 1997, ten real estate loans were more than 30 days past 
due, with a total balance of $1.1 million, which was 1.7% of total loans 
outstanding.  Additionally, four residential mortgage loans totaling 
$101,719 were on non-accrual status as of September 30, 1997.  Excluding 
guaranteed student loans, there were seven consumer loans in the amount of 
$35,570, or  0.1% of the portfolio over 30 days past due and two on non-
accrual with a balance of $607.  Additionally, three commercial loans 
totaling $122,459, or 0.2% of the total loan portfolio, were past due over 
30 days.  Three commercial loans with a balance of $28,199 were on 
non-accrual. At September 30, 1997, the Company had outstanding loan 
commitments of $8.2 million.  Management of the Company believes sufficient 
funds will be available to meet existing loan commitments.  

During the nine months ended September 30, 1997, the Company purchased 
securities to be held to maturity and available for sale in the amount of $8.2 
million.  These purchases were funded primarily by deposits, proceeds from 
the sale of fixed rate mortgage loans totaling $9.9 million, and maturing 
securities.

Liability Distribution.  At September 30, 1997, total deposits had a net 
increase of $1.4 million from December 31, 1996 while  borrowings decreased 
$.8 million as FHLB advances were paid in full as they matured.
 
Checking and NOW accounts at the end of the first nine months of 1997 totaled 
$22.0 million, or 24.9% of deposits, compared to $20.4 million, or 23.5% of 
deposits at December 31, 1996. Money market deposit accounts were 16.2% of 
the portfolio and totaled $14.3 million, compared to $13.8 million at 
December 31, 1996 and savings accounts totaled $4.8 million compared to $5.2 
million at December 31, 1996.  Certificates of deposit were $47.0 million, 
or 53.4% of the portfolio compared to $47.4 million, or 54.6% at 
December 31, 1996.

Liquidity.  The Company's most liquid assets are cash and cash equivalents 
and investment securities available  for sale. The level of these assets are 
dependent on the Company's operating, financing, lending and investing 
activities during any given period.  At September 30, 1997, and December 31, 
1996, these liquid assets totaled $30.2 million and $27.7 million 
respectively.  During periods in which the Company is not able to originate 
a sufficient amount of loans and/or periods of high principal prepayments, 
the Company increases its liquid assets by investing in short-term U.S. 
government and agency securities.

Liquidity management is both a daily and long-term function of management's 
strategy.  Excess funds are generally invested in short-term investments.  
In the event the Company requires funds beyond its ability to generate them 
internally, additional funds are available through the use of FHLB advances, 
a line of credit with the FHLB or through sales of securities.  At September 
30, 1997, the Company had outstanding FHLB advances of $2.5 million and no 
borrowings were outstanding on its $15 million line of credit with the FHLB.  
Additionally, the Company has guaranteed a loan made to the Company's Employee 
Stock Ownership Plan (the "ESOP"), with an outstanding balance of $309,895 at 
September 30, 1997 to fund the ESOP's purchase of shares in the Company's 
1993 common stock offering.  The total of these borrowings by the Company 
was approximately $2.8 million at September 30, 1997.

Capital.  The Federal Reserve Board has established capital requirements for 
bank holding companies which generally parallel the capital requirements for 
national banks under the Office of the Comptroller of the Currency (the "OCC") 
regulations.  The regulations provide that such standards will generally be 
applied on a bank-only basis (rather than a consolidated basis) in the case 
of a bank holding company with less than $150 million in total consolidated 
assets, such as the Company.  The Company's total capital of $12.0 million 
is, however, well in excess of the Federal Reserve Board's consolidated 
capital requirements.  

At September 30, 1997, the Bank continued to maintain a sound Tier 1 capital 
ratio of 9.01% and a risk based capital ratio of 16.58%. As shown by the 
following table, the Company's capital exceeded the minimum capital 
equirements  (dollars in thousands):

<TABLE>
<CAPTION>
			                          September 30, 1997

                           	Amount	  Percent	  Required	
<S>                         <C>      <C>       <C>
Tier 1 Capital	             $9,339	  9.01%	    3.0%	

Risk Based Capital	         10,043	  16.58%	   8.0%		
</TABLE>
	
Banks and bank holding companies are generally expected to operate 
at or above the minimum capital requirements.  The above ratios are well 
in excess of regulatory minimums and should allow the Company to operate 
without capital adequacy concerns.  The Federal Deposit Insurance 
Corporation Act of 1991 established a bank rating system based on capital 
levels of banks.    The Bank is rated "well capitalized", which is the highest 
rating available under this capital-based rating system.

Year 2000 Compliance.  The Company utilizes and is dependent upon 
data processing systems and software to conduct its business.  The 
data processing systems and software include those developed and 
maintained by the Company's data processor and purchased software 
which is run on in-house computer networks.  In 1997, the Company 
initiated a review and assessment of all hardware and software to confirm 
that it will function properly in the year 2000.  The Company's data processor 
and those vendors which have been contacted have indicated that their hardware 
and/or software will be Year 2000 compliant by the end of 1998.  This will 
allow time for the testing for compliance.  While there may  be some expenses 
incurred during the next two years, it is not expected to have a material 
effect on the Company's consolidated financial statements.

Safe Harbor Statement Under the Private Securities Litigation Reform Act
 of 1995.  This quarterly report contains certain forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended 
and Section 21E of the Securities Exchange Act of 1934, as amended.  The 
Company intends such forward-looking statements to be covered by the safe 
harbor provisions for forward-looking statements contained in the Private 
Securities Report Act of 1995, and is including this statement for purposes 
of these safe  harbor provisions.  Forward-looking statements, which are 
based on certain assumptions and describe future plans, strategies and 
expectations of the Company, are generally identifiable by use of the words 
"believe," "expect," "intend," "anticipate," "estimate," "project," or similar 
expressions.  The Company's ability to predict results or the actual effect 
of future plans or strategies is inherently uncertain.  Factors which could 
have a material adverse effect on operations and future prospects of the 
Company and the subsidiary include, but are not limited to, changes in: 
interest rates, general economic conditions, legislative/regulatory changes, 
monetary and fiscal policies of the U.S. Government, including policies of the 
U.S. Treasury and the Federal Reserve Board, the quality or composition of 
the loan or investment portfolios, demand for loan products, deposit flows, 
competition, demand for financial services in the Company's market area 
and accounting principles, policies and guidelines.  These risks and 
uncertainties should be considered in evaluating forward-looking statements 
and undue reliance should not be placed on such statements.  Further 
information concerning the company and its business, including additional 
factors that could materially affect the Company's financial results, is 
included in the Company's filings with the Securities and Exchange Commission.





MNB BANCSHARES, INC. AND SUBSIDIARY
PART II



ITEM 1.	LEGAL PROCEEDINGS.

There are no material pending legal proceedings to 
which the Company or its subsidiary are a party 
other than ordinary routine litigation incidental to their 
respective businesses.


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
			Exhibit 4. Form of Common Stock Certificate
			Exhibit 27.  Financial Data Schedule

		B.	Reports on Forms 8-K filed September 16, 
			1997 reporting under Item 5 the Agreement 
			and Plan of Merger between the Company 
			and Freedom Bancshares, Inc. and on 
			October 22, 1997 disclosing additional terms 
			of the Agreement and Plan of Merger 
			between the Company and Freedom 
			Bancshares, Inc.


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.

MNB BANCSHARES, INC.



Date:  November 13, 1997			

/s/ Patrick L. Alexander
President and Chief Executive Officer



Date:  November 13, 1997		

/s/ Susan E. Roepke
Vice President, Secretary,
Treasurer and Chief Financial Officer

EXHIBIT 4.  FORM OF COMMON STOCK CERTIFICATE

Common Stock			Common Stock
(Number)				(Shares)

MNB BANCSHARES, INC.
A Delaware Corporation

See Reverse For Certain Definitions

CUSIP 553103 10 2

THIS CERTIFIES THAT (NAME) IS THE OWNER OF 
(NUMBER)

fully paid and nonassessable shares of common stock, par value 
$0.01 per share, of MNB Bancshares, Inc. (the "Corporation"), a Delaware 
corporation. The shares represented by this certificate are transferable only 
on the stock transfer books of the Corporation by the holder of record hereof, 
or by his duly authorized attorney or legal representative, upon surrender of 
this certificate properly endorsed.  This certificate is not valid until 
countersigned and registered by the Corporation's transfer agent and 
registrar.

IN WITNESS WHEREOF, the Corporation has caused this certificate to 
be executed by the facsimile signatures of its duly authorized officers 
and has caused a facsimile of its corporate seal to be hereunto affixed.

Dated: (date)

/s/ Susan E. Roepke
Secretary

(Corporate Seal)

/s/ Patrick L. Alexander
President

MNB BANCSHARES, INC.

The shares represented by this certificate are issued subject to 
all of the provisions of the certificate of incorporation and bylaws of 
MNB Bancshares, Inc. (the "Corporation"), as from time to time 
amended (copies of which are on file at the principal executive 
offices of the Corporation).

The Corporation's certificate of incorporation provides that no 
"person" (as defined in the certificate of incorporation) who "beneficially 
owns" (as defined in the certificate of incorporation) in excess of 10% of 
the outstanding shares of the Corporation shall be entitled to vote any shares 
held in excess of such limit.  This provision of the certificate of 
incorporation shall not apply to an acquisition of securities of the 
Corporation by an employee stock purchase plan or other employee benefit 
plan of the Corporation or any of its subsidiaries.

The Corporation's certificate of incorporation also includes a provision the 
general effect of which is to require the affirmative vote o the holders of 
two-thirds of the outstanding voting shares of the Corporation to approve 
certain business combinations (as defined in the certificate of 
incorporation).  However, only the affirmative vote of a majority of the 
outstanding shares or such vote as is otherwise required by law (rather than 
the two-thirds voting requirement) is applicable to a particular transaction 
if it is approved by a majority of the "disinterested directors" (as defined 
in the certificate of incorporation) or in the case of business combinations 
with an interested shareholder (as defined in the certificate of 
incorporation) the transaction satisfied certain minimum price and 
procedural requirements.

The Corporation will furnish to any stockholder upon request and without 
charge a full statement of the powers, designations, preferences and 
relative, participating, optional or other special rights of each authorized 
class of stock or series thereof and the qualifications, limitations or 
restrictions of such preferences and/or rights, to the extent that the same 
have been fixed, and of the authority of the board of directors to designate 
the same with respect to other series. Such request may be made to the 
Corporation or to its transfer agent and registrar.

The following abbreviations, when used in the inscription on the face of 
this certificate, shall be construed as though they were written out in full 
according to applicable laws or regulations:

TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship and not as tenants in 
common.

Additional abbreviations may also be used though not in the above list.

For value received (name) hereby sell, assign and transfer unto 
(Social Security or other identifying number of assignee)
(name, address, zip code of assignee)
(number of shares) shares of the Common Stock represented by the 
within certificate, and do hereby and irrevocable constitute and appoint 
(name) Attorney to transfer the said shares on the books of the within 
named Corporation with full power of substitution in the premises.

Dated (date)

x (signature block)

Notice: The signature(s) to this assignment must correspond with the 
name(s) as written upon the face of the certificate in every particular, 
without alteration or enlargement or any change whatever.



ITEM 6.	REPORTS ON FORM 8-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934



Date of Report:	September 16, 1997
(Date of earliest event reported)


MNB BANCSHARES, INC.
(Exact name of Registrant as specified in its charter)

DELAWARE
(State or other jurisdiction of incorporation)

0-20878				48-1120026
(Commission File Number)		(IRS Employer 
Identification Number)



800 Poyntz Avenue, Manhattan, Kansas	66502
(Address of principal executive offices)	(Zip Code)




(785) 565-2000
(Registrant's telephone number, including area code)


Item 5.		Other Events

On September 16, 1997, MNB Bancshares, Inc., (the "Registrant") entered 
into an Agreement and Plan of Merger (the "Agreement") with Freedom 
Bancshares, Inc. ("Freedom"), a Kansas corporation.  Pursuant to the terms 
of the Agreement, upon consummation of the transaction, the Registrant will 
acquire Freedom for cash.

Attached hereto as Exhibit 99.1 is a copy of a press release, dated 
September 16, 1997, announcing the signing of the Agreement.

Item 7.	Financial Statements, Pro Forma Financial Information, and Exhibits

	(a)	Financial Statements of Business Acquired

		None.

	(b)	Pro Forma Financial Information

		None.

	(c)	Exhibits

		99.1 Press Release dated September 16, 1997


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 hereunto duly authorized.


MNB BANCSHARES, INC.


Dated:	September 18, 1997			
By:						
Susan E. Roepke
Vice President



ITEM 6.	REPORTS ON FORM 8-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934



Date of Report: 	October 20, 1997
(Date of earliest event reported)


MNB BANCSHARES, INC.
(Exact name of Registrant as specified in its charter)

DELAWARE
(State or other jurisdiction of incorporation)

0-20878			48-1120026
(Commission File Number)	(IRS Employer 
				Identification Number)




800 Poyntz Avenue, Manhattan, Kansas	66502
(Address of principal executive offices)	(Zip Code)




(785) 565-2000
(Registrant's telephone number, including area code)

Item 5.		Other Events

As previously reported on a Form 8-K, on September 16, 1997, MNB 
Bancshares, Inc., (the "Registrant") entered into an Agreement and Plan of 
Merger (the "Agreement") with Freedom Bancshares, Inc. ("Freedom"), a 
Kansas corporation.  On October 20, 1997, a press release was made disclosing 
the terms of the Agreement and stating the final purchase price would be 
approximately $3.2 million.

Further details of the transaction are contained in the press release 
attached hereto as Exhibit 99.1


Item 7.	Financial Statements, Pro Forma Financial Information, and Exhibits

	(a)	Financial Statements of Business Acquired

		None.

	(b)	Pro Forma Financial Information

		None.

	(c)	Exhibits

		99.1 Press Release dated October 20, 1997

Exhibit 99.1
PRESS RELEASE




CONTACT:
Patrick L. Alexander
President and Chief Executive Officer
MNB Bancshares, Inc.
785/565-2000

CONTACT:
William J. Schlobohm 				 			
President
Freedom Bancshares, Inc.
913/528-3112	

FOR IMMEDIATE RELEASE

TERMS OF FREEDOM BANCSHARES TRANSACTION ANNOUNCED

Manhattan, Kansas October 20, 1997	

Patrick L. Alexander, President and Chief Executive Officer of 
MNB Bancshares, Inc. (Nasdaq Small Cap MNBB), Manhattan, and 
William J. Schlobohm, President of Freedom Bancshares, Inc. (Freedom), 
Osage City, Kansas, disclosed today the terms for the purchase of Freedom by 
MNB Bancshares.  Freedom is a bank holding company for Citizens State 
Bank, Osage City.
	
"Under the terms of the September 16 agreement," Alexander said,  
"MNB Bancshares will acquire the issued and outstanding shares of 
Freedom Bancshares for $165 per share in cash, subject to regulatory 
and shareholder approval."

Additionally, MNB will redeem Freedom's preferred stock and will 
assume the holding company's debt.  The final purchase price of 
approximately $3.2 million is projected to be approximately 290% of 
Freedom's tangible book value.

"Our due diligence review is now complete and all the appropriate regulatory 
filings are being made." Alexander said.

Schlobohm commented on the acquisition, saying, "We are very excited 
about joining with MNB and contributing to its community banking philosophy. 
By teaming with MNB, we are able to achieve our dual goals of getting an 
excellent price for our shareholders and combining with an organization that 
strongly believes in the importance of the bank remaining a leader in the 
communities it serves.  We feel this combination is good for our shareholders, 
our employees, and the community."

"We intend to continue and to strengthen Citizens State Bank's tradition 
of being the leading provider of financial products and services in the 
community,"  Alexander said.  "Community banks such as ours are 
competing today with formidable financial giants for the same pool of 
customers.  We think that by combining our resources with the employees 
and the character of banks like Citizens, and maintaining the relationships 
which have been developed over the years, we can compete effectively in 
this environment.  This will provide enhanced community banking to 
Citizens' customers."

"Consumers today can get their financial products and services from any 
number of places," Alexander continued, "but banking is fundamentally a 
'people' business.  We believe our people should be involved in the community. 
We feel that decisions should be made locally by bankers who are familiar 
with their customers and knowledgeable about their needs.  Our idea is 
simple, but effective: If we pool our resources and capitalize on our 
strengths, we can deliver quality products and exceptional service in a 
community banking environment.  That is our goal."

MNB Bancshares, Inc., with total assets of $102 million is a bank holding 
company for Security National Bank, which is headquartered in Manhattan, 
Kansas.  Earlier this year, Security National Bank opened a branch at 21st and 
Wanamaker in Topeka.  In 1995, MNB acquired Security State Bank of Auburn, 
Kansas, which is now a branch of Security National Bank.  The proposed 
combination will bring total assets to approximately $145 million.	

###




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 hereunto duly authorized.


MNB BANCSHARES, INC.


Dated:	October 23, 1997

By: Susan E. Roepke
       Vice President