<PAGE>
                                 UNITED STATES
                      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 March 31, 1997

                                      OR

        [  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                      For the transition period from   to

                     Commission file number [            ]



                            FIRST DECATUR BANCSHARES, INC.
            (Exact name of registrant as specified in its charter)




            DELAWARE                      33-80333             37-1085161
    (State or other jurisdiction      (Commission File      (I.R.S. Employer
        of incorporation)                Number)           Identification No.)



            130 NORTH WATER STREET, DECATUR, IL                       62523
            (Address of principal executive offices)               (Zip Code)



Registrant's telephone number, including area code    217-424-1111


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 twelve 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 ninety days.

                        Yes      X      No           


2,894,033 shares of the Registrant's common stock, par value $.01 per share,
were outstanding at March 31, 1997.
<PAGE>

                        FIRST DECATUR BANCSHARES, INC.

                FORM 10-Q FOR THREE MONTHS ENDED MARCH 31, 1997

                                     INDEX

                                                                        PAGE

PART I - FINANCIAL INFORMATION . . . . . . . . . . . . . . . . . . . .    1

      Item 1.     Condensed Consolidated Financial Statements  . . . .    1
      Item 2.     Management's Discussion and Analysis of Financial
                  Condition and Results of Operations  . . . . . . . .    6


PART II - OTHER INFORMATION  . . . . . . . . . . . . . . . . . . . . .    9

      Item 1.     Legal Proceedings  . . . . . . . . . . . . . . . . .    9
      Item 2.     Changes in Securities  . . . . . . . . . . . . . . .    9
      Item 3.     Defaults upon Senior Securities  . . . . . . . . . .    9
      Item 4.     Submission of  Matters to a Vote of Security Holders    9
      Item 5.     Other Information  . . . . . . . . . . . . . . . . .   10
      Item 6.     Exhibits and Reports on Form 8-K   . . . . . . . . .   10

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   10
<PAGE>
PART 1 - FINANCIAL INFORMATION

ITEM 1.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                        FIRST DECATUR BANCSHARES, INC.
                          CONSOLIDATED BALANCE SHEETS
                                (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                     March 31,    December 31,
                                                        1997         1996
                                                    ___________   ____________
                                                    (Unaudited)
<S>                                                 <C>           <C>
Assets
     Cash and due from banks                          $  35,998    $  32,818
     Federal funds sold                                  13,825       15,770
                                                      __________   __________
          Cash and cash equivalents                      49,823       48,588

     Securities available for sale                       89,112       94,352
     Securities held to maturity                         35,535       36,790
     Loans, net                                         207,130      196,514
     Premises and equipment                               9,828       10,166
     Other assets                                         7,742        7,713
                                                      __________   __________
               Total assets                           $ 399,170    $ 394,123
                                                      __________   __________
                                                      __________   __________
Liabilities
     Deposits
        Noninterest bearing                           $  58,922    $  54,673
        Interest bearing                                264,910      265,489
                                                      __________   __________
          Total Deposits                                323,832      320,162

     Federal funds purchases and securities sold under 
        repurchase agreements                            16,315       16,969 
     Federal Home Loan Bank loans                         2,989        2,500
     U.S. Treasury demand notes                           3,070        2,333
     Other liabilities                                    3,896        3,664
                                                      __________   __________   
               Total liabilities                        350,102      345,628
                                                      __________   __________   
Stockholders' Equity
     Preferred stock, no par value.  Authorized 200,000
        shares, none issued or outstanding
     Common stock, $.01 par value.  Authorized 5,000,000
        shares; Issued 2,909,397 shares of which 15,364
        and 22,361 shares were held as treasury stock        29           29
     Surplus                                              7,855        7,854
     Paid-in-capital - phantom stock                        159          146
     Retained earnings                                   41,747       40,798
     Net unrealized gain (loss) on securities available                  
        for sale                                           (405)         133 
                                                      ___________  __________  
                                                         49,385       48,960
     Treasury stock, at cost                               (317)        (465)
                                                      __________   __________
               Total stockholders' equity                49,068       48,495
                                                      __________   __________
                    Total liabilities and                              
                       stockholders' equity           $ 399,170    $ 394,123 
                                                      __________   __________
                                                      __________   __________
</TABLE>
                                   Page 1
<PAGE>
                        FIRST DECATUR BANCSHARES, INC.
                       CONSOLIDATED STATEMENTS OF INCOME
                     (IN THOUSANDS EXCEPT PER SHARE DATA)

<TABLE>
<CAPTION>
                                                   Three Months Ended
                                            March 31, 1997     March 31, 1996
                                            ______________     ______________
                                             (Unaudited)        (Unaudited)
<S>                                         <C>                <C>
Interest Income
     Interest on loans                         $   4,316          $   4,100
     Interest on investments                       1,993              2,046
     Interest on federal funds sold                   70                 80
     Other interest income                            35                 36
                                               _________          _________
          Total interest income                    6,414              6,262
                                               _________          _________
Interest Expense
     Interest on deposits                          2,648              2,790
     Interest on borrowings                          128                 90
                                               _________          _________
          Total interest expense                   2,776              2,880
                                               _________          _________
Net Interest Income                                3,638              3,382
     Provision for loan losses                        96                 77
                                               _________          _________
Net Interest Income After Provision for
    Loan Losses                                    3,542              3,305
                                               _________          _________
Other Income
     Trust fees                                      369                353
     Loan fee income                                 151                 68
     Remittance processing fees                    1,117              1,712
     Service charges on deposit accounts             256                269
     Security transactions, net                       15                  3
     Other                                           300                262
                                               _________          _________
          Total other income                       2,208              2,667
                                               _________          _________
Other Expenses
     Salaries and employee benefits                2,026              2,324
     Net occupancy                                   279                291
     Equipment expenses                              686                628
     Data processing fees                             60                 37
     Supplies                                        102                192
     Service charges from corresponding banks        131                244
     Other operating expenses                        616                605
                                               _________          _________
          Total other expenses                     3,900              4,321
                                               _________          _________
Income Before Income Tax                           1,850              1,651
     Income tax expense                              583                519
                                               _________          _________
          Net Income                           $   1,267          $   1,132
                                               _________          _________
                                               _________          _________

Net Income Per Share                           $    0.44          $    0.39
Dividends Per Share                                 0.11               0.11
Weighted Average Shares Outstanding            2,887,810          2,901,738
</TABLE>
                                   Page 2
<PAGE>
                         FIRST DECATUR BANCSHARES, INC.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                          Three Months Ended
                                                                                  March 31,                March 31,
                                                                                    1997                     1996
                                                                                ___________              ___________             
                                                                                (Unaudited)              (Unaudited)
<S>                                                                             <C>                      <C>
Cash flows from operating activities:
     Net cash provided by operating activities                                  $   2,117                $    2,170
Cash flows from investing activities:
     Purchases of securities available for sale                                    (9,333)                   (4,969)
     Proceeds from maturities of securities available for sale                      7,696                     2,642
     Proceeds from sales of securities available for sale                           6,004                         0
     Purchases of securities held to maturity                                        (572)                     (564)
     Proceeds from maturities of securities held to maturity                        1,811                     3,854
     Net change in loans                                                          (10,516)                   (1,179)
     Purchases of premises and equipment                                              (43)                     (145)
                                                                                __________               ___________         
          Net cash used by investing activities                                    (4,953)                     (361)
                                                                                __________               ___________ 
Cash flows from financing activities:
     Net change in
          Noninterest-bearing, interest-bearing demand and savings deposits         9,011                    (7,559)
          Certificates of deposit                                                  (5,341)                   (2,887)
          Federal funds purchased and securities sold under repurchase
               agreements                                                            (655)                    3,786
          Federal Home Loan Bank loans                                                489                         0
          U.S. Treasury demand notes                                                  737                     1,594
     Cash dividends                                                                  (318)                     (320)
     Net cash from sale of treasury stock                                             148                         2
                                                                                __________               ___________ 
          Net cash provided (used) by financing activities                          4,071                    (5,384)
                                                                                __________               ___________
Net increase (decrease) In cash and cash equivalents                                1,235                    (3,575)
Cash and cash equivalents, beginning of period                                     48,588                    38,573
                                                                                __________               ___________   
Cash and cash equivalents, end of period                                        $  49,823                $   34,998
                                                                                __________               ___________
                                                                                __________               ___________ 
Supplemental disclosures of cash flow information:
     Cash paid during the period for:
          Interest                                                             $    2,760                $    2,671
          Income taxes                                                         $       10                $      140
</TABLE>
                                   Page 3
<PAGE>
                        FIRST DECATUR BANCSHARES, INC.
             NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


BASIS OF PRESENTATION

     The interim financial  statements  have  been  prepared  by  First Decatur
Bancshares,  Inc. ("Bancshares") pursuant to the rules and regulations  of  the
Securities and  Exchange Commission applicable to quarterly reports on Form 10-
Q.  Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed  or  omitted pursuant to such rules and regulations.  These
financial  statements  should   be   read   in  conjunction  with  the  audited
consolidated financial statements and related  notes  and schedules included in
the  Company's  Form  10-K  for  1996  filed  on  March 31, 1997,  registration
statement  filed  on Form S-4 dated February 6, 1996,  and  Form  8-K  for  the
acquisition of First Shelby Financial Group, Inc. filed on April 1, 1996.

     The results for  the interim periods are not necessarily indicative of the
results of operations that may be expected for the fiscal year.  In the opinion
of management, the information  furnished reflects all adjustments which are of
a  normal  recurring  nature and are  necessary  for  a  fair  presentation  of
Bancshares' financial position,  results  of  operations and cash flows for the
period presented.  Such adjustments were of a normal recurring nature.

     The consolidated financial statements include  the  accounts of Bancshares
and its wholly-owned subsidiaries.  All significant intercompany  accounts  and
transactions have been eliminated.

ACQUISITION

     On  April  1,  1996,  Bancshares completed the acquisition of First Shelby
Financial Group, Inc. ("First  Shelby"),  a  bank  holding  company  located in
Shelbyville, Illinois, and its subsidiary bank, First Trust Bank of Shelbyville
("Shelby  Bank").   Bancshares  issued  695,852  shares of its common stock  in
exchange for all of the issued and outstanding shares of First Shelby.  Cash of
$124,200 was paid to one First Shelby dissenting shareholder  for 5,481 shares.
No other cash, except for fractional shares, was paid in the transaction.

     This  transaction  has  been  accounted  for as a pooling of interest  and
accordingly, financial information preceding the  date  of acquisition has been
restated to include the financial position and results of  operations  of First
Shelby   Financial   Group,  Inc.  and  its  subsidiary  First  Trust  Bank  of
Shelbyville.

NEW ACCOUNTING PRONOUNCEMENTS

     As of January 1,  1996,  Bancshares adopted the provisions of Statement of
Financial  Acounting  Standards ("SFAS")  No.  122,  "Accounting  for  Mortgage
Servicing Rights".   This  statement  requires  the  capitalization of retained
mortgage servicing rights on originated or purchased loans  by  allocating  the
total  cost of the mortgage loans between the mortgage servicing rights and the
loans (without  the  servicing rights) based on their fair values. SFAS No. 122
was superseded during  1996  by  SFAS  No.  125,  "Accounting for Transfers and
Servicing of Financial Assets and Extinquishment of Liabilities".  SFAS No. 125
(as  did  SFAS  No. 122) requires the assessment of impairment  of  capitalized
mortgage servicing  rights and requires that impairment be 

                                   Page 4
<PAGE>
recognized through a valuation allowance based  on  the fair value of those 
rights.  The adoption of SFAS No. 125 by Bancshares resulted  in  $101,000  of 
mortgage servicing rights being capitalized, net of amortization for the year  
ended  December  31, 1996. During  the  first quarter of 1997, an additional 
$13,000, net of amortization, has been capitalized.

     The  Financial  Accounting  Standards  Board  has  issued  SFAS  No.  123,
"Accounting  for  Stock-based Compensation".  SFAS No. 123 encourages, but does
not require, companies  to  recognize compensation expense for grants of stock,
stock options and other equity  instruments  based  on  the fair value of those
instruments.   SFAS No. 123 permits a company to continue  the  accounting  for
stock-based compensation  prescribed in Accounting Principles Board Opinion No.
25, "Accounting for Stock Issued  to  Employees".   If a company elects to stay
with Opinion No. 25, pro forma disclosures of net income  are  required  in the
notes to the financial statements as if the provisions of SFAS No. 123 had been
used  to  measure stock-based compensation.  Bancshares has elected to continue
to measure  compensation  costs  using  Opinion No. 25.  There are no pro forma
disclosures required pursuant to SFAS No.  123,  as  no  awards were granted in
1996.  Also, no awards were granted in the first quarter of 1997.

     SFAS No. 125 provides consistent standards for distinquishing transfers of
financial  assets that are sales from transfers that are considered  borrowings
as well as provides  detailed  measurement standards for assets and liabilities
included in these transactions.  The  Statement  supersedes FASB Statements No.
76,  "Extinguishment  of  Debt"  and  No.  77, "Reporting  by  Transferors  for
Transfers of Receivables with Recourse" and  No.  122, "Accounting for Mortgage
Servicing Rights", and amends FASB Statement No. 115,  "Accounting  for Certain
Investments  in  Debt  and  Equity  Securities",  in addition to clarifying  or
amending  a  number  of other statements and technical  bulletins.   Except  as
amended by Statement No.  127,  this  Statement  is effective for transfers and
servicing  of  financial assets and extinguishments  of  liabilities  occurring
after December 31,  1996  and  is  to  be  applied  prospectively.   Earlier or
retroactive application is not permitted.

     The  FASB  was made aware that the volume of certain transactions and  the
related changes to  information  systems  and  accounting  processes  that  are
necessary  to  comply  with the requirements of Statement No. 125 would make it
extremely difficult, if  not impossible, for some affected enterprises to apply
the  transfer  and  collateral   provisions  of  Statement  No.  125  to  those
transactions as soon as January 1,  1997.  As a result, SFAS No. 127 defers for
one year the effective date (a) of paragraph  15  of  Statement No. 125 and (b)
for  repurchase  agreement,  dollar-roll,  securities  lending,   and   similar
transactions, of paragraphs 9-12 and 237(b) of Statement No. 125.

     Statement   No.   127   provides  additional  guidance  on  the  types  of
transactions  for which the effective  date  of  Statement  No.  125  has  been
deferred.  It also  requires  that if it is not possible to determine whether a
transfer occurring during calendar-year 1997 is part of a repurchase agreement,
dollar-roll, securities lending,  or  similar transaction, then paragraphs 9-12
of Statement No. 125 should be applied  to  that  transfer.   All provisions of
Statement No. 125 should continue to be applied prospectively,  and  earlier or
retroactive application is not permitted.

COMMON SHARES

     During  the  third  quarter  of  1996,  the  Company's  Board of Directors
approved a stock repurchase program which authorizes the repurchase  of  common
shares to be used for the 

                                   Page 5
<PAGE>
issuance of shares under the Company's employee stock option  plan.  The  
shares will  be repurchased from time to time in the open market or in private 
transactions.   At  March  31, 1997, 8,508 shares had been repurchased.


ITEM  2.   MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF  FINANCIAL  CONDITION  AND
RESULTS OF OPERATIONS

     The following discussion represents  management's  analysis  of Bancshares
results of operations for the three month periods ended March 31, 1997 and 1996
and  its  consolidated  financial  condition  at March 31, 1997 as compared  to
December  31, 1996.  This discussion should be read  in  conjunction  with  the
Company's unaudited  condensed  consolidated  financial  statements  and  notes
thereto.

     On April 1, 1996, Bancshares completed the acquisition of First Shelby and
the  Shelby  Bank.  As a result of the merger, First Shelby and the Shelby Bank
became wholly  owned subsidiaries of Bancshares.  The acquisition was accounted
for as a pooling  of  interests  and,  accordingly, the financial condition and
results of operations of Bancshares and  First  Shelby have been combined as if
the combination had been in effect for each of the periods presented.

RESULTS OF OPERATIONS

SUMMARY OF OPERATIONS

     Net income in the first quarter of 1997 increased  to  $1,267,000,  up 12%
from $1,132,000 earned in the same quarter of 1996.  Earnings per share for the
quarterly  period  increased  to  44  cents per share, up 13% from 39 cents per
share earned in the first quarter of 1996.   Higher earnings were primarily due
to increases in net interest income.  Also, a  reduction  in FirsTech contracts
resulted in lower remittance processing fees and contributed to lower salaries,
lower employee benefits and lower correspondent bank charges.

NET INTEREST INCOME

     First quarter net interest income was $3,638,000, an increase  of $256,000
or  8%  compared  with  the  first quarter of 1996.  The growth in net interest
income for the three month period  was mainly due to increases in the volume of
average earning assets, primarily in the loan area.  For the three months ended
March 31, 1997, average earning assets  increased  $7,248,000 or 3% compared to
the same period in 1996.

ALLOWANCE AND PROVISION FOR LOAN LOSSES

     Asset quality, particularly in the loan area, continues to be an important
concern of Bancshares' management.  Both the Decatur  Bank  and the Shelby Bank
maintain a separate loan review department which continuously  reviews  problem
and  significant  loans  and  the  adequacy  of  the allowance for loan losses.
Separate loan committees of the board of directors  at  the  Decatur  Bank  and
Shelby  Bank  meet  at  least  quarterly  to  review past due loans and problem
credits,  lending  policies  and  practices  and results  of  the  loan  review
department's analyses. The allowance for loan  losses  is maintained at a level
management  believes to be adequate to provide for known  and  potential  risks
inherent in the loan portfolios.

                                   Page 6
<PAGE>
     The provision for loan losses during the first quarter of 1997 was $96,000
compared to $77,000  in  1996.   The  higher provisions for loan losses for the
first  quarter of 1997 were primarily due  to  higher  net  chargeoffs  in  the
installment loan area.

OTHER INCOME

     Other  income  decreased  from $2,667,000 for the three months ended March
31, 1996, to $2,208,000 for the  three  months  ended  March   31,  1997.  This
represents  a  decrease  of $459,000 (17%).  This decrease is attributed  to  a
reduction in remittance processing  income  generated by FirsTech as the result
of the loss of the Ameritech contracts, offset  by  an  increase  in  loan  fee
income.

     Remittance   processing   and  collecting  income  generated  by  FirsTech
decreased by $595,000 or 35% during  the  first quarter of 1997 compared to the
first quarter of 1996.  The decrease in 1997  is  the result of the loss of the
Ameritech contracts.  FirsTech's contracts to process  payments  for  Ameritech
expired in 1996 and were not renewed.

     Loan  service  fees increased $83,000 or 122% during the first quarter  of
1997 compared to the first quarter of 1996.  This increase is mainly attributed
to an increase in fees  in the commercial loan area as a result of large dollar
volume loans in the first quarter of 1997.

OTHER EXPENSES

     Other expenses decreased  from $4,321,000 for the three months ended March
31, 1996, to $3,900,000 for the  three  months  ended  March  31,  1997.   This
represents a $421,000 (10%) decrease.  The decrease was attributed to decreases
in salaries   and  employee  benefits,  supplies  and  service  charges  from
corresponding banks offset by an increase in equipment expenses.

     Salaries and  employee  benefits  decreased  $298,000 or 13% for the first
quarter of 1997 compared to the first quarter of 1996.  This decrease is mainly
due  to  the reduction of staff at FirsTech as a result  of  the  loss  of  the
Ameritech  contracts.   FirsTech's  contracts to process payments for Ameritech
expired in 1996 and were not renewed.

     Equipment expenses increased $58,000  or  9% for the first quarter of 1997
compared to the first quarter of 1996.  This increase  is  mainly attributed to
an increase in equipment maintenance costs on the acquisitions  associated with
the  in-house computer system for the Decatur Bank and the image equipment  for
FirsTech.

     Supplies  decreased  $90,000 or 47% for the first quarter of 1997 compared
to  the  first  quarter of 1996.   The  decrease  is  attributed  to  increased
efficiencies in technology  related  to the acquisition of an in-house computer
system for the Decatur Bank and image equipment and software for FirsTech.

     Service charges decreased $113,000  or  46%  for the first quarter of 1997
compared  to  the  first quarter of 1996.  This decrease  is  attributed  to  a
reduction in the number  of items processed by FirsTech as a result of the loss
of the Ameritech contracts.

                                     Page 7
<PAGE>
INCOME TAXES

     Income tax expense increased  $64,000 or 12% for the first quarter of 1997
compared to the first quarter of 1996.  Higher  income  tax expense in 1997 was
principally due to the increase in pre-tax earnings.  Bancshares' effective tax
rate (income tax expense divided by income before taxes)  was  31%  as of March
31, 1997 and 1996.


FINANCIAL CONDITION

     Bancshares' assets increased $5,047,000 or 1.3% from December 31,  1996 to
March 31, 1997.  This increase was primarily due to increases in cash and  cash
equivalents  and  net  loans  offset  by  a  decrease in federal funds sold and
securities.  The growth in total assets were funded  by an increase in deposits
and both short and long-term borrowings.

CASH AND CASH EQUIVALENTS

     Cash and cash equivalents increased $1,235,000 from  December  31, 1996 to
March 31, 1997.  This change occurred due to an increase in cash and  due  from
banks  offset  by  a  decrease  in federal funds sold.  Cash and due from banks
increased $3,180,000 and federal  funds  sold  decreased  $1,945,000.   See the
consolidated statement of cash flows for the three months ended March 31, 1997,
in  the  interim financial statements for the details representing the increase
in cash equivalents.  Federal funds sold are of a short-term nature and provide
the needed liquidity to fund loan growth and security acquisitions.

SECURITIES

     Bancshares'   overall  investment  goal  is  to  maximize  earnings  while
maintaining liquidity  in securities having minimal credit risk.  The types and
maturities of securities  purchases  are primarily based on Bancshares' current
and  projected liquidity and interest rate  sensitivity  positions.   The  book
value  of  investment securities decreased by $6,495,000 from December 31, 1996
to March 31,1997.   During the first three months of 1997, Bancshares purchased
$9,905,000 ($9,333,000  classified  as  available-for-sale), sold $6,004,000 of
securities classified as available-for-sale,  and  had  $9,507,000  ($7,696,000
classified  as  available-for-sale)  mature.   The decrease in investments  was
necessary to fund loan growth for the first three months ended March 31, 1997.

LOANS

     Total loans increased by $10,616,000 from December  31,  1996 to March 31,
1997   due to an increase in commercial loans.  Commercial loans  increased  by
$10,389,000  due  to  increases in construction and land development and a long
term commercial real estate loan.

DEPOSITS

      Total deposits increased  $3,670,000  from December 31, 1996 to March 31,
1997.  This increase is attributed to FirsTech  customers making large deposits
at the end of March to meet minimum required average  deposits  for  the month.
There  has also been a shift of funds from time deposits to NOW accounts.   The
primary movement was $6,000,000 from the Decatur Sanitary District.

                                   Page 8
<PAGE>
FHLB AND U.S. TREASURY DEMAND NOTES

     Federal  Home  Loan Bank ("FHLB") and U.S. Treasury demand notes increased
$1,226,000 from December  31,  1996  to  March  31,  1997.   This  increase  is
attributed  to  an increase of $737,000 in Treasury, Tax & Loans and a $489,000
increase in borrowings  from  the FHLB.  A $2,500,000 short-term borrowing with
FHLB matured in January of 1997.   A long-term borrowing of $3,000,000 was made
during the first quarter of 1997 to  fund  a 10 year fixed rate commercial real
estate loan.

STOCKHOLDERS' EQUITY

     Total stockholders' equity rose $573,000 or 1.2% from December 31, 1996 to
March 31, 1997.  The increase is mainly attributed  to net income of $1,267,000
less cash dividends of $318,000 and a reduction in the  unrealized  gain (loss)
on securities available-for-sale of $538,000, net of deferred taxes.

     The   capital  ratios  of  Bancshares  are  presently  in  excess  of  the
requirements   necessary  to  meet  the  "well  capitalized"  capital  category
established by bank regulators.  At December 31, 1996, Bancshares' consolidated
Tier 1 and total  risk-based capital ratios were 22.7% and 24.0%, respectively.
Bancshares' leverage ratio at quarter end was 12.4%.


PART II - OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

     Bancshares is  involved from time to time in routine litigation incidental
to its business.  However,  Bancshares'  management  believes  that it is not a
party  to  any  material  pending  litigation,  which, if decided adversely  to
Bancshares, would have a significant negative impact  on  the business, income,
assets or operation of Bancshares.  Bancshares' management  is not aware of any
other material threatened litigation which might involve Bancshares.


ITEM 2.    CHANGES IN SECURITIES

     Not Applicable


ITEM 3.    DEFAULTS UPON SENIOR SECURITIES

     Not Applicable


ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     First  Decatur  Bancshares,  Inc. held its annual Shareholder  meeting  on
March 11, 1997.

     The primary purpose of the shareholder meeting was to establish the number
of Directors to be elected at twelve  and  elect a Board of Directors for a one
year  term.   There  were  2,323,196  total  shares   voted  out  of  2,885,946
outstanding (81%).  All shares voted in favor of the Directors  and 

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terms.  The Board  of Directors remained unchanged from 1996 with the exception
of  Milton Brahier who replaced Neal Lentz (retired).


ITEM 5.    OTHER INFORMATION

     Not Applicable


ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

     (a)   Exhibits

           EXHIBIT
           NUMBER          DESCRIPTION OF EXHIBIT

             11       Computation of Per Share Income  -  Refer to the
                      Consolidated Statements of Income in the
                      interim financial statements

             27       Financial Data Schedule

     (b)   Reports on Form 8-K

           Not applicable


                                  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.

FIRST DECATUR BANCSHARES, INC.


May 5, 1997                By:  /s/ John L. Luttrell
                                _____________________________________
                                John L. Luttrell
                                President and Chief Executive Officer

May 5, 1997                By:  /s/ Craig A. Wells
                                _____________________________________ 
                                Craig A. Wells
                                Principal Financial Officer

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