UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                                   (Mark One)

     x  QUARTERLY  REPORT  PURSUANT  TO  SECTION  13 OR 15(D) OF THE  SECURITIES
EXCHANGE ACT OF 1934 For the  quarterly  period ended June 30, 1998  

     TRANSITION  REPORT  UNDER  SECTION 13 OR 15(D) OF THE  EXCHANGE ACT For the
transition period from ___________ to________________

Commission File Number:  0-28936 

     GOLD  BANCCORPORATION,  INC.  (Exact name of registrant as specified in its
charter)

            Kansas                                       48-1008593  
(State or other  jurisdiction              (I.R.S.  Employer of incorporation or
organization)                              Identification  No.) 

11301 Nall  Avenue,  Leawood,  Kansas  66211
(Address of principal executive office) (Zip code) 

                                 (913) 451-8050
               (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 past 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  past 90  days.  Yes x No o  

     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the latest practical date. 
          Class                                   Outstanding at July 31, 1998
  __________________________                      ____________________________
Common Stock, $1.00 par value                               10,704,392



    GOLD BANC CORPORATION, INC. INDEX TO 10-Q FOR THE QUARTERLY PERIOD ENDED
                                  JUNE 30, 1998
                                                                           PAGE
PART I:           FINANCIAL INFORMATION

ITEM 1: FINANCIAL STATEMENTS..................................................1
            
Consolidated Balance Sheets at June 30, 1998 (unaudited)
and December 31, 1997.........................................................1
 
Consolidated Statements of Earnings- Six months ended
June 30, 1998 and June 30, 1997 (unaudited)...................................2

Consolidated Statements of Earnings - Three months ended
June 30, 1998 and June 30, 1997 (unaudited)...................................3

Consolidated Statements of Cash Flows - Six months ended
June 30, 1998 and June 30, 1997 (unaudited)...................................4

Notes to Consolidated Financial Statements....................................5

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS
        OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS......................8

PART II:          OTHER INFORMATION

ITEM 1: LEGAL PROCEEDINGS............................ .......................13

ITEM 2: CHANGES IN SECURITIES AND USE OF PROCEEDS............................13

ITEM 3: DEFAULTS UPON SENIOR SECURITIES......................................13
 
ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..................13

ITEM 5: OTHER INFORMATION....................................................14

ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K.....................................15

SIGNATURES...................................................................16

                                     PART I
                              FINANCIAL INFORMATION
                  GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                           Consolidated Balance Sheet
                                 (In thousands)
<TABLE>
<CAPTION>
<S>                                                                                  <C>                           <C>   

                                                                                      June 30, 1998                Dec. 31, 1997
                                                                                       (unaudited)
                                      Assets
Cash and due from banks                                                                  18,407                          16,673
Federal funds sold and interest-bearing deposits                                          9,649                          24,438 
                                                                                          -----                          ------ 
     Total cash and cash equivalents                                                     28,056                          41,111 
                                                                                         ------                          ------ 

Investment securities
   Held-to-maturity securities                                                               25                             100
   Available-for-sale securities                                                        117,186                         100,500
   Trading securities                                                                     7,527                           1,072
Other investment securities                                                               3,131                           2,765 
                                                                                          -----                           -----  
                          
Total investment securities                                                             127,869                         104,437

   Mortgage loans held for sale                                                           2,254                             858
   Loans, net                                                                           387,034                         340,630
   Premises and equipment, net                                                           17,873                          15,363
   Deferred taxes                                                                           371                             498
   Accrued interest and other assets                                                     22,224                          11,700 
                                                                                         ------                          ------ 
Total Assets                                                                         $  585,681                      $  514,597 
                                                                                     ==========                      ========== 
                       Liabilities and Stockholders' Equity
Liabilities
   Deposits                                                                             465,295                         419,139
   Securities sold under agreements to repurchase                                         4,708                           6,516
   Federal funds purchased and other borrowings                                          16,839                          11,650
   Long-term debt                                                                        16,319                           3,336  
   Accrued interest and other liabilities                                                 3,735                           3,473
                                                                                                                        
   Guaranteed preferred beneficial interests in                                                               
      Company's debentures                                                               28,750                          28,750
                                                                                         ------                          ------
                                                                                                           
   Total liabilities                                                                $   535,646                     $   472,864
                                                                                    -----------                     -----------
Stockholders' equity:
   Preferred stock                                                                            -                               -
   Common stock, $1.00 par value, 25,000,000 shares authorized,                          10,704                          10,133
      10,704 and 10,133 shares issued and outstanding at
      June 30, 1998 and December 31,1997, respectively
   Additional paid-in capital                                                            22,610                          17,199
   Undivided Profits                                                                     16,745                          14,605
   Accumulated other comprehensive income                                                   212                              32
   Unearned compensation                                                                   (236)                           (236)  
                                                                                           ----                            ----   
                                                                                         50,035                          41,733
less: treasury stock                                                                          0                               0
                                                                                              -                               -
      Total stockholders' equity                                                         50,035                          41,733 
Total liabilities and stockholders                                                    $ 585,681                       $ 514,597 
                                                                                      =========                       =========   
                                                                                   
</TABLE>
                                                       
                                                                 
                  GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                       Consolidated Statements of Earnings
                            For The Six Months Ended
                      (In thousands, except per share data)
                                   (unaudited)

<TABLE>
<CAPTION>

<S>                                                                                    <C>                         <C>  
                                                                                        June 30, 1998               June 30, 1997

Interest income:
   Loans, including fees                                                                 $    17,442                 $     11,462 
Investments securities                                                                         3,571                        2,826
Other                                                                                            454                          244
                                                                                                 ---                          ---
                                                                                              21,467                       14,532
                                                                                                         
                                                                                               
Interest expense:
   Deposits                                                                                    9,925                        6,877 
   Borrowings and other                                                                        1,962                          660 
                                                                                               -----                          ---  
                                                                                              11,887                        7,537
                                                                                              ------                        -----
                                                                                                                              
Net interest income                                                                            9,580                        6,995
                                                                                                

Provision for loan losses                                                                        594                          255 
Net interest income after provision for loan losses                                            8,986                        6,740 
                                                                                               -----                        ----- 
                                                                        
                                                                                               

Other income;
   Service fees                                                                                  664                          490 
   Net gains on sale of mortgage loans                                                           519                          289
   Gain/Loss on sale of securities                                                                58                            1
   Gain on sale of other assets                                                                   (3)                         200 
   Unrealized gain on trading assets                                                              13                            -
   Investment trading fees & commissions                                                       1,409                            -
   Other                                                                                         339                          185 
                                                                                                 ---                          --- 
                                                                                               2,999                        1,165 
                                                                                               -----                        ----- 
Other expense                                                                    
   Salaries and employee benefits                                                              4,507                        2,841 
   Net occupancy expense                                                                       1,176                          934
   Federal deposit insurance premiums                                                             45                           57 
   Other                                                                                       2,508                        1,405 
                                                                                               -----                        -----
                                                                                               8,236                        5,237
                                                                                               -----                        -----
     Earnings before income taxes                                                              3,749                        2,668 
                                                                                               
   Income taxes                                                                                1,234                          896 
                                                                                               -----                          --- 
                                                                                                                             
       Net earnings                                                                     $      2,515                  $     1,772
                                                                                        ============                  ===========
                                                                                                                             
                                                                                                                      
   Net earnings per share-basic                                                         $        .24                  $       .19 
                                                                                        ============                  =========== 
   Net earnings per share-diluted                                                       $        .24                  $       .19 
                                                                                        ============                  ===========  
                                                                    
                                                                     
                                                                            
                                                                  
</TABLE>

                                                                      
                                                             
                                                               
                                                                       
                                                                    
                                                                   
                                                                       
                                                                          
                                                                          
                                                                              
                                                                    
                  GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                       Consolidated Statements of Earnings
                           For The Three Months Ended
                      (In thousands, except per share data)
                                   (unaudited)
<TABLE>
<CAPTION>
<S>                                                                                    <C>                         <C>    

                                                                                        June 30, 1998               June 30, 1997

Interest income:
   Loans, including fees                                                                  $    9,016                     $  5,943
   Investments securities                                                                      1,811                        1,347
   Other                                                                                         226                          121
                                                                                                 ---                          ---
                                                                                              11,053                        7,411 
                                                                                                                
Interest expense:                                                                                                                
   Deposits                                                                                    5,095                        3,467
   Borrowings and other                                                                        1,017                          348 
                                                                                               -----                          --- 
                                                                                               6,112                        3,815
                                                                                               -----                        -----
   
   Net interest income                                                                         4,941                        3,596 
                                                                                                      
   
Provision for loan losses                                                                        234                          150
                                                                                                 ---                          ---

Net interest income after provision for loan losses                                            4,707                        3,446 
                                                                                               -----                        ----- 

Other income;  
     Service fees                                                                                362                          251 
     Net gains on sale of mortgage loans                                                         294                          172 
     Net securities gains (losses)                                                                57                           13
     Gain on sale of other assets                                                                 (3)                         201
     Net unrealized gains on trading assets                                                      (36)                           - 
     Investment trading fees & commissions                                                       718                            -
     Other                                                                                       193                           83
                                                                                                 ---                           --
                                                                                               1,585                          720
                                                                                               -----                          ---
Other expense
     Salaries and employee benefits                                                            2,249                        1,450 
     Net occupancy expense                                                                       626                          447
     Federal deposit insurance premiums                                                           23                           29
     Other                                                                                     1,327                          738
                                                                                               -----                          --- 
                                                                                               4,225                        2,664 
                                                                                               -----                        ----- 
                                                                                    
     Earnings before income taxes                                                              2,067                        1,502 
   
                                                                                                                             
  Income taxes                                                                                   687                          515
                                                                                                 ---                          ---
                                                                                                                             
     Net earnings                                                                           $  1,380                      $   987
                                                                                            ========                      =======
                                                                                            
                                                                                                                            

                                                                                                                            
Net earnings per share-basic                                                                $    .13                      $   .10
                                                                                            ========                      =======
Net earnings per share-diluted                                                              $    .13                      $   .10
                                                                                            ========                      =======
                                                                                                                               
</TABLE>
   
                                                                           
                                                                           
                                                                     
                  GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                            For the Six Months Ended
                                 (In thousands)
                                   (unaudited)

<TABLE>
<CAPTION>
<S>                                                                                     <C>                     <C>  
                                                                                        June 30, 1998            June 30, 1997
Cash flows from operating activities:
     Net earnings                                                                        $    2,515                 $   1,772
                                                                                                                             
     Adjustments to reconcile net earnings to net cash
        provided by operating activities:
        Provision for loan losses                                                               594                       255       
        Net (gains) losses on sales of AFS securities                                           (58)                       (1)
                                                                       
                                                                                                          
        Amortization of investment securities' premiums, net of accretion                      (558)                       32
        Depreciation and amortization                                                           635                       503  
        (Gain) loss on sale of assets, net                                                        3                      (200) 
        Purchases of trading securities                                                      (6,441)                        -  
        Unrealized gain on trading securities                                                   (13)                        -
        Originations of mortgage loans held for sale,                                                                            
          Net of sales proceeds                                                              (1,396)                     (127)  
        Other changes:                                                                                                           
          Accrued interested receivable and other assets                                     (4,661)                     (589)   
          Accrued interest payable and other liabilities                                      1,196                       162      
                                                                                              -----                       ---      
 Net cash provided by (used in) operating activities                                    $   (10,576)                $   1,807    
                                                                                        -----------                 ---------   
                                                                                                
 Cash flows from investing activities:                                                                                            
         Net increase in loans                                                              (27,897)                  (31,485)
         Principal collections and proceeds from maturities
           of H-T-M securities                                                                   75                         1
         Principal collections and proceeds from sales and                                                              
           maturities of A-F-S securities                                                 1,157,502                    22,984    
         Purchases of H-T-M                                                                       -                         -
         Purchases of A-F-S securities                                                   (1,159,600)                  (11,650)   
         Net additions to premises and equipment                                             (2,513)                     (541)   
         Proceeds from sale of other assets                                                      -                        199    
                                                                                                                          ---    
         Net cash used in investing activities                                              (32,433)                  (20,492)
                                                                                            -------                   ------- 

                                                                                               
 Cash flows from investing activities:                                                                                         
         Increase in deposits                                                                16,745                     4,215
         Net increase (decrease) in short-term borrowings                                    (1,606)                   13,099   
         Proceeds from long-term debt                                                        11,983                         -   
         Principal payments on long-term debt                                                     -                      (352)
         Dividends paid                                                                        (375)                     (129)  
         Purchase of treasury stock                                                               -                         - 
         Proceeds from sale of treasury stock                                                     -                         -  
         Proceeds from issuance of common stock                                                   -                         - 
                        Net cash provided by financing activities                            29,959                    16,833   
                                                                                             ------                    ------   
                        Increase (decrease) in cash equivalents                             (13,050)                   (1,852)  
            Cash and cash equivalents, beginnings of year                                    41,111                    22,796   
                                                                                             ------                    ------    
            
            Cash and cash equivalents, end of year                                       $   28,057                $   20,944    
                                                                                         ==========                ==========     
                                                                                   
  Supplemental schedule of non-cash financing activities:                                                                         
        Issuance of common stock for acquisitions                                         5,982,198                         -     
                                                                                              
Non-cash activities related to purchase acquisitions:
         Investing activities:
            Increase in investments                                                      14,339,452                         -     
            Net increase in loans                                                        19,098,803                         -     
            Increase in land, buildings, and equipment                                      492,878                         -    
                                                                                                                               
Financing activities                                                                    
         Increase in deposits                                                            26,411,330                               
         Increase in short term borrowings                                                4,986,284                         -
         Increase in long term borrowings                                                 1,000,000                         -
                                                                                                                                 
                                                                         
                                                                        
</TABLE>
                                                                     
                                                                       


                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     1. Basis of presentation.

     The accompanying  consolidated  financial  statements have been prepared in
accordance  with the  instructions  for Form 10-Q.  The  consolidated  financial
statements should be read in conjunction with the audited  financial  statements
included in the Company's 1997 Annual Report on Form 10-K.

     The consolidated financial statements include the accounts of the Company's
subsidiaries,  Exchange  National  Bank,  Citizens State Bank,  Provident  Bank,
f.s.b., Peoples National Bank, Farmers National Bank, and First National Bank in
Alma  (the  "banks")  and  Midwest  Capital  Management,  Inc.  All  significant
intercompany balances and transactions have been eliminated.

     The consolidated  financial statements as of June 30, 1998, and for the six
months ended June 30, 1998 and 1997 are  unaudited  but include all  adjustments
(consisting only of normal recurring  adjustments)  which the Company  considers
necessary  for  a  fair  presentation  of  financial  position  and  results  of
operations for those periods.  The  Consolidated  Statements of Earnings for the
six months  ended June 30, 1998 are not  necessarily  indicative  of the results
that will be achieved for the entire year.

     Gold Banc  announced a two-for-one  stock split in the form of a 100% stock
dividend  distributed  on May 18,  1998 to  shareholders  of record as of May 6,
1998.  All per share data has been restated to reflect the 100% stock  dividend.
In addition,  the Company declared a $.02 cash dividend on post-split  shares to
shareholders of record as of May 20, 1998, payable on May 29, 1998.

     2. Earnings per common share.

     Earnings per share are computed in accordance  with SFAS No. 128,  Earnings
per Share. Basic earnings per share is based upon the weighted average number of
common shares outstanding during the periods presented. Diluted income per share
includes the effects of all dilutive  potential common shares outstanding during
each period. All per share data has been restated to conform to SFAS No. 128.
                                                                           

     The shares used in the  calculation  of basic and diluted  income per share
for the three and six months  ended June 30,  1998 and 1997 are shown  below (in
thousands):
<TABLE>
<CAPTION>
<S>                                                        <C>                   <C>             <C>             <C>    

 
                                                                          For the three                    For the six
                                                                           months ended                   months ended
                                                                             June 30                         June 30
---------------------------------------------------------- --------------------- ---------------- --------------- --------------
                                                                     1998               1997            1998           1997
---------------------------------------------------------- --------------------- ---------------- --------------- --------------
---------------------------------------------------------- --------------------- ---------------- --------------- --------------
Weighted average common shares outstanding                          10,704             9,587          10,580          9,587
Stock options                                                          158                 0             128              0
---------------------------------------------------------- --------------------- ---------------- --------------- --------------
---------------------------------------------------------- --------------------- ---------------- --------------- --------------
Weighted average common shares and                                  10,862             9,587          10,708          9,587
   common share equivalents outstanding
------------------------------------------------------ --- --------------------- ---------------- --------------- --------------
</TABLE>

     3. Stock options.

     February 11, 1998, the Company granted  options to certain  officers of the
Company to purchase a total of 183,000  shares of the Company's  Common Stock at
the fair market value of the  Company's  stock on that date.  These options vest
over a five year period at 20 percent per year.

     4. Pending Acquisitions.

     On April 29, 1998 the Company  announced a definitive merger agreement with
Tri-County  Bancshares,  Inc. of Washington,  Kansas for a combination  cash and
stock-for-stock/tax free transaction valued at $4.4 million. Tri-County National
Bank, a  wholly-owned  subsidiary of  Tri-County  Bancshares  with  locations in
Concordia,  Linn and  Washington,  Kansas  had total  assets  of $43.2  million,
deposits of $39.8  million and net loans of $26.1  million at June 30, 1998.  On
July 17, 1998, the SEC declared effective the Company's  Registration  Statement
on Form S-4. The transaction is expected to close in the third quarter of 1998.

     On May 20, 1998 the Company  announced a  definitive  merger  agreement  to
acquire First State Bancorp, Inc. of Pittsburg, Kansas in a tax-free exchange of
stock valued at approximately $25.0 million. First State Bank & Trust Company, a
wholly-owned  subsidiary  of First  State  Bancorp,  had total  assets of $110.2
million, deposits of $93.4 million and loans of $62.9 million at June 30, 1998.

     5. Subsequent events.

     On July 9, 1998, the Company  acquired  Farmers State  Bancshares,  Inc. of
Sabetha, Kansas and its wholly-owned  subsidiary,  Farmers State Bank, in a cash
transaction  valued at $8.5  million.  Farmers  State Bank had total assets of $
47.6, deposits of $41.6 and net loans of $21.7 at June 30, 1998.

     On August 4, 1998 the Company acquired Northwest  Bancshares,  Inc. and its
wholly-owned  subsidiary,  Peoples  State Bank of Colby,  Kansas,  in a tax-free
exchange of stock valued at approximately $2.95 million.  Peoples State Bank had
total assets of $21.8 million,  total deposits of $19.2 million and net loans of
$18.1 million at June 30, 1998.

     6. Legal proceedings.

     Exchange  Bank,  along with  approximately  twenty-four  other  persons and
entities including a number of depository institutions,  is a named defendant in
a case filed in the United States  District  Court for the District of Kansas on
September  11,  1997 on behalf of a  putative  class of over 2,400  persons  who
allegedly invested at least $14,900 each in entities known as Parade of Toys and
Bandero  Cigar  Company.  6 The  complaint  alleges  violations of the Racketeer
Influenced  Corrupt   Organization   ("RICO")  statute  (18  U.S.C.  1962(  c)),
conspiracy to violate RICO, negligent misrepresentation, fraud, civil conspiracy
and negligence on the part of the  defendants.  The plaintiffs  contend that the
defendants,  including  Exchange  Bank,  were listed in trade  reference  sheets
provided to  plaintiffs by Parade of Toys and Bandero Cigar Company and that the
defendants  made false and  misleading  representations  on which the plaintiffs
relied to their  detriment.  In each count,  the  plaintiffs  have sought actual
damages in an amount in excess of $75,000 each,  treble  damages under RICO, and
punitive  damages.  Exchange  Bank  denies  liability  and is in the  process of
vigorously defending this claim.

     A  hearing  was  conducted  on  March  25,  1998,  on the  issue  of  class
certification.   On  June  17,  1998,  the   Magistrate   issued  a  report  and
recommendation  that the Court rule  against  the  plaintiff's  motion for class
certification.  The plaintiffs have filed objections and the recommendation will
be submitted to the trial judge for a determination of the motion.

     7. Comprehensive Income

     Comprehensive  income,  as defined by  Statement  of  Financial  Accounting
Standards  No.  130,  "Reporting   Comprehensive   Income"  was  $2,698,000  and
$1,839,000  for the six months  ended June 30, 1998 and 1997,  respectively  and
$1,300,000  and  $1,064,000  for the three  months ended June 30, 1998 and 1997,
respectively.  The  difference  between  comprehensive  income and net  earnings
presented  in the  consolidated  statement of earnings is  attributed  solely to
unrealized gains and losses on available-for-sale securities.

     8. Guaranteed Preferred Beneficial Interests in Company's Debentures.

     On December 15, 1997, GBCI Capital Trust (the "Trust"), a Delaware business
trust  formed by the  Company,  completed  the sale of $28.75  million  of 8.75%
Preferred Securities (the "Preferred Securities").  The Trust also issued Common
Securities  to the  Company  and used the net  proceeds  from  the  offering  to
purchase  a  like  amount  of  8.75%  Junior  Subordinated  Deferrable  Interest
Debentures (the "Debentures") of the Company. The Debentures are the sole assets
of the  Trust  and are  eliminated,  along  with the  related  income  statement
effects, in the consolidated financial statements. The Company used the proceeds
from the sale of the Debentures to retire certain debt and for general corporate
purposes.  Total expenses associated with the offering approximating  $1,219,000
are included in other assets and are being  amortized on a  straight-line  basis
over the life of the debentures.

     The  Preferred  Securities  accrue and pay  distributions  quarterly  at an
annual  rate of 8.75% of the  stated  liquidation  amount  of $25 per  Preferred
Security.  The  Company  has fully  and  unconditionally  guaranteed  all of the
obligations of the Trust. The guarantee covers the quarterly  distributions  and
payments on liquidation or redemption of the Preferred  Securities,  but only to
the extent of funds held by the Trust.

     The Preferred  Securities are  mandatorily  redeemable upon the maturity of
the  Debentures  on December 31, 2027 or upon earlier  redemption as provided in
the Indenture.  The Company has the right to redeem the Debentures,  in whole or
in part on or after  December  31, 2002 at a redemption  price  specified in the
Indenture plus any accrued but unpaid interest to the redemption date.

                                                                    
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

     The Company's net income was $2.5 million for the six months ended June 30,
1998,  compared  to net income of $1.8  million  for the six  months  ended June
30,1997, yielding an annualized return on average assets ("ROA") of .89% for the
six months ended June 30, 1998,  compared to 0.93% for the six months ended June
30, 1997.  Return on average  common  stockholders'  equity  ("ROE") for the six
months  ended June 30,  1998 and 1997 was 10.38% and 10.10%,  respectively.  The
earnings  increase for the first half of 1998 over 1997 was primarily due to the
addition of three new  subsidiaries  to the  organization  and greater  interest
income through an improved net interest margin coupled with greater loan volume.
On October 1, 1997 the Company acquired Farmers National Bank,  Oberlin,  Kansas
("Oberlin").  In January,  1998 the Company acquired Midwest Capital Management,
Inc., Kansas City,  Missouri ("MCM"),  a full service  broker/dealer,  through a
purchase transaction, also in February, 1998 the Company acquired First National
Bank in Alma, Alma, Kansas ("Alma") through a purchase  transaction.  There were
no transactions closed during the second quarter of 1998.

     For the three months ended June 30, 1998, the Company's net income was $1.4
million,  compared to $1.0  million for the same  period in 1997.  Earnings  per
share for the quarter  ended June 30, 1998 were 0.13  compared to 0.10 per share
for the  quarter  ended June 30, 1997 on 1.2 million  greater  weighted  average
shares  outstanding.  As with the six  month  period,  earnings  for the  second
quarter of 1998 were better than the comparable in 1997 due to the  acquisitions
of Oberlin,  Alma, MCM and internal growth primarily at Exchange National Bank's
Leawood and Shawnee locations.  ROA for the three months ended June 30, 1998 was
0.96% compared to 1.02% for the three months ended June 30, 1997,  while average
assets for the three month periods differed by approximately  $200 million.  ROE
for the quarter ended June 30, 1998 was 11.15% and 11.13% for the same period in
1997 while average equity capital was $15 million greater for the 1998 period.

FINANCIAL CONDITION

     Total  assets were $585.7  million at June 30,  1998,  an increase of $71.1
million from December 31, 1997. Total average assets were $566.4 million for the
six months  ended June 30, 1998,  compared to $380.0  million for the six months
ended June 30, 1997. Average interest-earning assets were $519.0 million for the
six months ended June 30, 1998 and $351.8  million for the six months ended June
30, 1997. Assets increased during the first half of 1998 due to two acquisitions
and internal growth.  Net Loans grew $47.8 million during the first half of 1998
of which  $28.7  million  primarily  at  Exchange  National  Bank's  Leawood and
Shawnee, Kansas locations.

     For the three months ended June 30, 1998,  total average assets were $575.8
million compared to $388.0 million.  Average interest-earning assets were $516.4
million  for the three  months  ended June 30,  1998 and $350.0  million for the
three  months  ended June 30,  1997.  These  changes  represent  48.4% and 47.5%
increases  respectively in average assets and  interest-earning  assets from the
second  quarter of 1998 to the same  period in 1997.  Assets  increased  for the
second  quarter  of 1998  over the  same  quarter  of 1997  also due to two bank
acquisitions and internal growth. The primary source of internal growth has been
at Exchange National Bank's Leawood and Shawnee locations.

     The  increase  in net  loans  from  December  31,  1997  to June  30,  1998
attributed  to internal  growth,  was  primarily  funded  through an increase in
deposits  and  additional  advances of Federal  Home Loan Bank  borrowings.  The
allowance  for loan losses  increased to $5.7 million at June 30, 1998 from $4.7
million at December 31, 1997. The allowance represented 1.46% and 1.35% of total
loans as of June 30, 1998 and December 31, 1997, respectively.

                                                                 

RESULTS OF OPERATIONS

Net Interest Income

     Total  interest  income  for the six months  ended June 30,  1998 was $21.5
million, a 47.7% increase over the six months ended June 30, 1997. Average total
earning assets increased  $167.2 million or 47.5% at June 30, 1998,  compared to
June 30, 1997.  The increase is primarily  the result of loan growth at Exchange
National  Bank's  offices in Leawood  and  Shawnee,  Kansas in  addition  to the
acquisitions of Oberlin, MCM and Alma.

     For the three months ended June 30, 1998,  total interest  income was $11.1
million or 49.1% greater than the  comparable  period in 1997.  This increase is
also  primarily  due to the  acquisitions  of Oberlin and Alma coupled with loan
growth at Exchange National Bank's locations in Leawood and Shawnee.

     Total  interest  expense for the first six months of 1998 was 57.7%  higher
than the  same  period  in 1997 as a result  of a 45.1%  increase  in  deposits.
Average total interest-bearing  liabilities increased by $157.4 million or 49.4%
during the second  quarter of 1998  compared to June 30, 1997,  primarily due to
the  acquisitions  of Oberlin and Alma and to the  increased  volume in interest
bearing deposits.

     For the three months ended June 30, 1998, total interest expense  increased
$2.3  million  or 60.2% as a result of  greater  average  deposits  for the same
periods increasing by $141.3 million or 30.7%. In addition,  the Company's trust
preferred  offering in December,  1997 has  contributed  to  increased  interest
expense in 1998 compared to 1997.

     Net  interest  income was $9.6  million for the first six months ended June
30, 1998,  compared to $7.0 million for the same period in 1997,  an increase of
36.9%.  This  increase is  attributable  to  significantly  greater loan volumes
primarily  originated from Exchange National Bank's Leawood and Shawnee,  Kansas
locations  and the  acquisitions  of Oberlin,  MCM and Alma.  The  Company's net
interest  margin  decreased from 4.06% for the six months ended June 30, 1997 to
3.75% for the six months ended June 30, 1998, as a result of additional interest
expense  associated with the Company's  issuance of  subordinated  debentures in
December 1997 and increased cost of funds.

     For the three  months ended June 30, 1998,  net interest  income  increased
37.4% to $4.9 million  versus $3.6  million for the three months of 1997.  After
adjusting for  provisions  for loan losses,  net interest  income for the second
quarter of 1998 was $4.7 million compared with $3.5 million in 1997, an increase
of 36.6%. Net interest margin for the three months ended June 30, 1998 decreased
from 4.19% to 3.89% versus the same period in 1997  primarily due to higher cost
of funds and the Company's trust preferred offering in December, 1997.

Provisions for Loan Losses

     The provision  for loan losses for the six months ended June 30, 1998,  was
$594,000,  an increase of $339,000, or 132.9% from the $255,000 provision during
the  comparable  1997 period.  This  increase is  consistent  with the Company's
significant  loan growth.  The  allowance  represented  1.46% and 1.31% of total
loans as of June 30, 1998 and June 30, 1997, respectively.

                                                                   
Other Income

     Other  income  for the six  months  ended  June 30,  1998,  increased  $1.8
million,  or 157.4% from the same period in 1997.  This  increase is primarily a
result of the Company's  acquisition  of MCM and  increased  gain on the sale of
mortgage loans through its subsidiary in St.  Joseph,  Missouri,  Provident Bank
f.s.b.

     Other income for the second  quarter of 1998 was $1.6 million,  an increase
of  120.1%  compared  to  the  second  quarter  of  1997,  primarily  reflecting
investment  management  and  broker/dealer  fees  generated  by Midwest  Capital
Management,  Inc., a  significant  new component of other income for the Company
since the closing of the  acquisition of Midwest  Capital in January,  1998. The
balance of the increase in other  income  primarily  resulted  from gains on the
sale of mortgage  loans,  service  charges  and gains on the sale of  investment
securities.
 
Other Expense

     Other  expense  increased by $3.0 million for the six months ended June 30,
1998, as compared to the same period in 1997. This increase was primarily due to
a increased salaries and benefits expenses and other non interest expenses, such
as investor relations,  professional fees, advertising,  and acquisition-related
expenses.  Net occupancy expense increased  primarily due to the acquisitions of
Oberlin,  MCM and Alma. The Company's overall  efficiency ratio increased during
the first half of 1998 to 69.0% compared to 68.0% for the first half in 1997.

     For the  second  quarter of 1998,  other  expense  increased  58.6% to $4.2
million compared to the year ago quarter. The increase is due to a 55.1% rise in
salaries and benefits attributable to growth of the Company's employee base as a
result of the acquisitions of Oberlin,  Alma and MCM as well as a 79.8% increase
in operating  expenses  directed mainly toward the newly acquired  locations and
facilities.

Income Tax Expense

     Income tax expense for the six months ended June 30, 1998 and June 30, 1997
was $1.2 million and $896,000,  respectively.  The effective tax rates for those
periods were 32.8% and 33.6%, respectively.

     Income tax  expense for the three  months  ended June 30, 1998 and June 30,
1997 was $687,000 and $515,000,  respectively. The effective tax rates for those
periods were 33.3% and 34.3%, respectively.

CAPITAL AND LIQUIDITY

     At June 30, 1998, the Company's leverage,  Tier 1 risk-based  capital,  and
total  risk-based  capital  ratios were 10.1%,  14.2%,  and 19.4%  respectively,
compared to minimum required levels of 4%, 8% and 4%,  respectively  (subject to
change and the discretion of regulatory  authorities to impose higher  standards
in individual cases). At June 30, 1998, the Company had risk-weighted  assets of
$ 392.3 million. On August 11, 1998, the Company's Board of Directors declared a
quarterly dividend in the amount of $.02 per common share.

     The  Company  had  approximately  $14.7  million  in  cash  and  short-term
investment  grade  securities  at June 30, 1998  remaining  from the issuance of
subordinated debentures in December 1997. Those proceeds are expected to be used
to finance the Company's  growth  strategy and for general  corporate  purposes.
Additionally,  $8.3 million of cash was utilized for the  acquisition of Farmers
Bancshares,  Inc., Sabetha, Kansas, parent company of Farmers State Bank on July
9, 1998.  The Company  established a line of credit in the amount of $15 million
with a correspondent bank during the second quarter of 1998. No amounts had been
drawn under the line as of June 30, 1998.

                                                                  
ACCOUNTING AND FINANCIAL REPORTING

     The  Financial  Accounting  Standards  Board  (FASB)  issued  SFAS No. 131,
Disclosures  About  Segments of an Enterprise and Related  Information,  in June
1997.  SFAS No. 131  requires  that  public  enterprises  report  financial  and
descriptive  information about their reportable  operating  segments.  Operating
segments  are  components  of  an  enterprise  about  which  separate  financial
information is available that is evaluated regularly by management. SFAS No. 131
is effective for fiscal years beginning after December 15, 1997. The adoption of
the  standard is not  expected  to have a  significant  impact on the  financial
statements of the Company.

     The  Financial  Accounting  Standards  Board  (FASB)  issued  SFAS No. 133,
Accounting for Derivative  Instruments and Hedging Activities in June 1998. SFAS
No.  133   establishes   accounting  and  reporting   standards  for  derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts, and for hedging activities.  It requires that an entity recognize all
derivatives  as either  assets or  liabilities  in the  statement  of  financial
position  and  measure  those  instruments  at fair  value.  This  Statement  is
effective for all fiscal quarters of fiscal years beginning after June 15, 1999.
Management  believes adoption of SFAS No. 133 will not have a material effect on
the Company's  financial  position or results of  operations,  nor will adoption
require additional capital resources.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Asset/liability  management  refers to  management's  efforts  to  minimize
fluctuations  in net interest  income caused by interest  rate changes.  This is
accomplished   by   managing   the   repricing   of  interest   rate   sensitive
interest-earning  assets and  interest-bearing  liabilities.  An  interest  rate
sensitive  balance  sheet item is one that is able to reprice  quickly,  through
maturity or otherwise. Controlling the maturity or repricing of an institution's
liabilities  and  assets in order to  minimize  interest  rate risk is  commonly
referred to as gap  management.  Close  matching of the  repricing of assets and
liabilities  will normally  result in little change in net interest  income when
interest rates change. A mismatched gap position will normally result in changes
in net interest income as interest rates change.

     Along with internal gap management  reports,  the Company and the Banks use
an asset/liability modeling service to analyze each Bank's current gap position.
The system simulates the Banks' asset and liability base and projects future net
interest  income results under several  interest rate  assumptions.  The Company
strives to maintain an  aggregate  gap  position  such that  changes in interest
rates will not affect net interest  income by more than 10% in any  twelve-month
period.  The  Company has not engaged in  derivatives  transactions  for its own
account.

     The following  table  indicates  that,  at June 30,1998,  in the event of a
sudden and  sustained  increase in prevailing  market  rates,  the Companies net
interest  income would be expected to increase,  while a decrease in rates would
indicate a decrease in income.
<TABLE>
<CAPTION>
<S>                                      <C>                        <C>                       <C>                       <C>    

                                                                                               Percent Change             Board
Changes in Interest Rates                 Net Interest Income        Actual Change                 Actual                 Limit
----------------------------------------- -------------------------- -------------------- ------------------------- ---------------
----------------------------------------- -------------------------- -------------------- ------------------------- ---------------

200 basis point rise                            $20,689,800                179,500                  0.88%                  10%
100 basis point rise                             20,661,000                151,300                  0.74%                  10%
Base Rate Scenario                               20,510,300
100 basis point decline                          19,756,000               (754,300)                -3.68%                  10%
200 basis point decline                          19,120,300             (1,390,000)                -6.78%                  10%


</TABLE>

                                                                  

YEAR 2000

     A comprehensive  plan to attain Year 2000 compliance has been developed and
the process of analysis,  testing,  verification and  implementation is underway
for all major  financial,  operational  and  information  systems.  The  Company
expects to substantially  complete  programming  changes and testing of internal
mission critical  systems by December 31, 1998. These costs,  which are expensed
as  incurred,  have not been  material  to date and are not  expected  to have a
material  impact on the  Company's  earnings in the  future.  These costs do not
include computer  equipment and software that is scheduled to be replaced in the
normal course of business.  Additionally,  the Company  continues to communicate
with  significant  customers and vendors to determine  their Year 2000 plans and
target dates.  The Company will monitor the progress of mission  critical  third
parties  and will  implement  contingency  plans in the event  that  such  third
parties  fail to  achieve  their  plans.  There  can be no  assurance  that  any
contingency plans will fully mitigate the effects of any such failure.

     The  Company's  estimate of Year 2000 project  costs and the date set forth
above by which the Company expects to  substantially  complete  mission critical
system programming and testing are based on management's best current estimates,
which were derived utilizing numerous assumptions about future events. There can
be no guarantee that these estimates will be achieved,  and actual results could
differ materially from those anticipated.



                                                              
                                     PART II
                                OTHER INFORMATION

ITEM 1:  LEGAL PROCEEDINGS
 
     Exchange  Bank,  along with  approximately  twenty-four  other  persons and
entities including a number of depository institutions,  is a named defendant in
a case filed in the United States  District  Court for the District of Kansas on
September  11,  1997 on behalf of a  putative  class of over 2,400  persons  who
allegedly invested at least $14,900 each in entities known as Parade of Toys and
Bandero  Cigar  Company.  The  complaint  alleges  violations  of the  Racketeer
Influenced  Corrupt   Organization   ("RICO")  statute  (18  U.S.C.  1962(  c)),
conspiracy to violate RICO, negligent misrepresentation, fraud, civil conspiracy
and negligence on the part of the  defendants.  The plaintiffs  contend that the
defendants,  including  Exchange  Bank,  were listed in trade  reference  sheets
provided to  plaintiffs by Parade of Toys and Bandero Cigar Company and that the
defendants  made false and  misleading  representations  on which the plaintiffs
relied to their  detriment.  In each count,  the  plaintiffs  have sought actual
damages in an amount in excess of $75,000 each,  treble  damages under RICO, and
punitive  damages.  Exchange  Bank  denies  liability  and is in the  process of
vigorously  defending  this claim. A hearing was conducted on March 25, 1998, on
the issue of class  certification.  On June 17, 1998,  the  Magistrate  issued a
report and recommendation that the Court rule against the plaintiff's motion for
class certification. The plaintiffs have filed objections and the recommendation
will be submitted to the trial judge for a determination of the motion.

ITEM 2:  CHANGES IN SECURITIES AND USE OF PROCEEDS

                  None

ITEM 3:  DEFAULTS UPON SENIOR SECURITIES

                  None

ITEM 4:  SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS

     On April 29, 1998 the Company held its Annual Meeting of Stockholders.  The
following items were submitted for consideration by the stockholders.

                  Item 1 - Election of Directors

     Two Class II directors,  Mr. D. Michael  Browne and Mr. Allen D.  Petersen,
were elected at the Annual  Meeting for terms  expiring in 2001.  Voting results
were as follows:

                    9,745,158  votes or 91.0%  FOR
                       43,238  votes or  0.4%  AGAINST
                            0  votes or    0%  ABSTAINED
                      915,996  votes or  8.6%  UNVOTED

     Class I Directors  continuing in office are Keith E. Bouchey and William F.
Wright. Class I directors' terms expire in 2000.

     Class III Directors continuing in office are Michael W. Gullion and William
Wallman. Class III Directors' terms expire in 1999.

                                                              
     Item 2 - Ratification  of appointment  of independent  auditors.  The Audit
Committee  recommended  the  reappointment  of  KPMG  Peat  Marwick  LLP  as the
independent auditors for Company.  Item 2 was approved with the following voting
results:

                   9,292,550  votes or 86.8%  FOR
                       6,500  votes or    0%  AGAINST
                     489,346  votes or  4.6%  ABSTAINED
                     915,996  votes or  8.6%  UNVOTED

ITEM 5:  OTHER INFORMATION

         Pending Acquisitions

     On April 29, 1998 the Company  announced a definitive merger agreement with
Tri-County  Bancshares,  Inc. of Washington,  Kansas for a combination  cash and
stock-for-stock/tax free transaction valued at $4.4 million. Tri-County National
Bank, a  wholly-owned  subsidiary of  Tri-County  Bancshares  with  locations in
Concordia,  Linn and  Washington,  Kansas  had total  assets  of $43.2  million,
deposits of $39.8  million and net loans of $26.1  million at June 30, 1998.  On
July 17, 1998, the SEC declared effective the Company's  Registration  Statement
on Form S-4. The transaction is expected to close in the third quarter of 1998.
 
     On May 20, 1998 the Company  announced a definitive  merger  agreement with
First State Bancorp,  Inc. of Pittsburg,  Kansas in a tax-free stock swap valued
at approximately $25.0 million. First State Bank & Trust Company, a wholly-owned
subsidiary of First State Bancorp, had total assets of $110.2 million,  deposits
of $93.4 million and loans of $62.9 million at June 30, 1998.
 
         Subsequent Events

     On July 9, 1998, the Company  acquired  Farmers State  Bancshares,  Inc. of
Sabetha, Kansas and its wholly-owned  subsidiary,  Farmers State Bank, in a cash
transaction  valued at $8.5  million.  Farmers  State  Bank had total  assets of
$47.6, deposits of $41.6 and net loans of $21.7 at June 30, 1998.

     On August 4, 1998, the Company acquired Northwest Bancshares,  Inc. and its
wholly-owned  subsidiary,  Peoples  State Bank of Colby,  Kansas,  in a tax-free
stock swap valued at approximately  $29.5 million.  Peoples State Bank had total
assets of $21.8 million,  total deposits of $19.2 million and net loans of $18.1
million at June 30, 1998.

         Stock Split

     Gold Banc  announced a two-for-one  stock split in the form of a 100% stock
dividend  distributed  on May 18,  1998 to  shareholders  of record as of May 6,
1998.  All per share data has been restated to reflect the 100% stock  dividend.
In addition,  the Company declared a $.02 cash dividend on post-split  shares to
shareholders of record as of May 20, 1998, payable on May 29, 1998.

         Proposals of Security Holders

     A stockholder proposal may be considered at the Company's Annual Meeting in
1999  only if it meets the  following  requirements  set forth in the  Company's
Amended and Restated Bylaws.  First, the stockholder making the proposal must be
a  stockholder  of record  on the  record  date for such  annual  meeting,  must
continue to be a stockholder of record at the time of such meeting,  and must be
entitled to vote thereat.  Second,  the stockholder  must deliver or cause to be
delivered  a written  notice to the  Company's  Secretary.  The  Secretary  must
receive such notice no later than November 24, 1998. 14 The notice shall specify
(a) the name and address of the  stockholder  as they appear on the books of the
Company; (b) the class and number of shares of the Company that are beneficially
owned by the  stockholder;  (c) any material  interest of the stockholder in the
proposed business  described in the notice; (d) if such business is a nomination
for director,  each nomination sought to be made,  together with the reasons for
each  nomination,   a  description  of  the   qualifications   and  business  or
professional  experience of each proposed nominee and a statement signed by each
nominee  indicating his or her  willingness to serve if elected,  and disclosing
the information about him or her that is required by the Securities Exchange Act
of 1934,  as  amended  (the  "Exchange  Act"),  and the  rules  and  regulations
promulgated  thereunder  to be disclosed in the proxy  materials for the meeting
involved if he or she were a nominee of the  Company for  election as one of its
directors;  (e) if such business is other than a nomination  for  director,  the
nature of the business,  the reasons why it is sought to be raised and submitted
for a vote of the stockholders and if and why it is deemed by the stockholder to
be beneficial to the Company;  and (f) if so requested by the Company, all other
information  that would be required to be filed with the Securities and Exchange
Commission  (the "SEC") if, with respect to the business  proposed to be brought
before the meeting,  the person  proposing  such business was a participant in a
solicitation  subject  to  Section  14  of  the  Exchange  Act.  Notwithstanding
satisfaction  of the above,  the  proposed  business  may be deemed not properly
before the meeting if,  pursuant to state law or any rule or  regulation  of the
SEC, it was offered as a  stockholder  proposal  and was omitted  from the proxy
materials for the meeting.

 
ITEM 6:  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      EXHIBITS REQUIRED TO BE FILED BY ITEM 601 OF REGULATION S-K

                  27.      Financial Data Schedule

         (b)      REPORTS ON FORM 8-K
                     None


                                                                    
SIGNATURES


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                           GOLD BANC CORPORATION, INC.



Date:  August 14, 1998                      By:/s/Keith E.Bouchey 
                                                 Keith E. Bouchey
                                                 Chief Financial Officer,
                                                 and Corporate Secretary

(Authorized officer and principal financial officer of the registrant)