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

                                   FORM 10-QSB

(Mark One)

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


__      TRANSITION  REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT For the
        transition period from _________________________ to ___________________.

Commission File Number:  0-28936

                           GOLD BANC CORPORATION, INC.
        (Exact name of small business issuer 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)

     Check  whether  the issuer:  (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act 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 __


     Indicate  the  number of  shares  outstanding  of each of the  registrant's
classes of common stock, as of the latest practical date.

         Class                                    Outstanding at April 30, 1997

-----------------------------------               ------------------------------
Common Stock, $1.00 par value                                  4,300,000



<PAGE>



                           GOLD BANC CORPORATION, INC.
                           INDEX TO 10-QSB FOR THE QUARTERLY
                           PERIOD ENDED MARCH 31, 1997
                                                                            PAGE
PART I:     FINANCIAL INFORMATION

     ITEM 1:     FINANCIAL STATEMENTS                                         1

                 Consolidated Balance Sheets at March 31, 1997 (unaudited)
                 and December 31, 1996                                        1

                 Consolidated  Statements of Earnings - Three months ended March
                 31, 1997 and March 31, 1996 (unaudited) 2

                 Consolidated  Statements  of Cash  Flows - Three  months  ended
                 March 31, 1997 and March 31, 1996 (unaudited) 3

                 Notes to Consolidated Financial Statements                   5
     ITEM 2:     MANAGEMENT'S DISCUSSION AND ANALYSIS
                 OF FINANCIAL CONDITION AND RESULTS OF
                 OPERATIONS                                                   6

PART II:         OTHER INFORMATION

     ITEM 1:     LEGAL PROCEEDINGS                                            8

     ITEM 2:     CHANGES IN SECURITIES                                        8

     ITEM 3:     DEFAULTS UPON SENIOR SECURITIES                              8

     ITEM 4:     SUBMISSION OF MATTERS TO A VOTE OF SECURITY
                 HOLDERS                                                      8

     ITEM 5:     OTHER INFORMATION                                            8

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

                 SIGNATURES                                                   9



<PAGE>



                                     PART I
                              FINANCIAL INFORMATION

                   GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                           Consolidated Balance Sheet
                                 (In thousands)


                                              March 31, 1997    Dec. 31, 1996
                                              ----------------  -------------
                                                (unaudited)
                   Assets
Cash and due from banks                         $     9,774      $  12,380
Federal funds sold and interest-bearing deposits      6,802          8,891
                                                ----------------------------
           Total cash and cash equivalents           16,576         21,271

Investment Securities:
   Held-to-maturity securities                           25             25
   Available-for-sale securities                     64,486         64,551
   Other                                              2,090          2,076
                                                -----------------------------
           Total investment securities               66,601         66,652
                                                 ----------------------------
Loans, net (Note 2)                                 210,217        200,096
Premises and equipment, net                          12,137         11,977
Deferred taxes                                          688            678
Accrued interest and other assets                     4,195          3,935
                                                  -------- ---------------
           Total Assets                         $   310,414     $  304,609
                                                ===========   =============

    Liabilities and Stockholders' Equity
Liabilities:
   Deposits                                     $   257,707     $  255,656
   Securities sold under agreements to repurchase    17,969         10,050
   Federal funds purchased, long-term debt and other  2,319          6,878
       borrowings
   Accrued interest and other liabilities             1,809          1,884
                                               ------------- --------------
           Total liabilities                        279,804        274,468
                                               ------------   -------------

Stockholders' equity:
   Preferred stock, 7,500,000 shares authorized, no
       shares issued                                   -               -
   Common stock, $1.00 par value, 7,500,000 shares
       authorized, 4,300,000 shares issued and
       outstanding                                   4,300           4,300
   Additional paid-in capital                       16,768          16,768
   Retained earnings                                10,306           9,704
   Unrealized loss on available-for-sale securities,  (488)           (355)
   Unearned compensation                              (276)           (276)
                                                 --------- ----------------
          Total stockholders' equity                30,610          30,141
                                               -------------  -------------
                                              $    310,414    $    304,609
                                               ============    ============



<PAGE>



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

                                         March 31, 1997     March 31, 1996
                                         --------------     --------------
Interest Income:
   Loans, including fees                   $     4,757   $     3,843
   Investments securities                        1,001         1,194
   Other                                            63             1
                                         ------------- --------------
                                                 5,821         5,038
Interest expense:
   Deposits                                      2,827         2,653
   Borrowings and Other                            225           334
                                         ------------- -------------
                                                 3,052         2,987
                                         ------------- -------------
       Net interest income                       2,769         2,051
Provision for loan losses                          105            30
                                         ------------- -------------
   Net interest income after provision for loan  2,664         2,021
   losses                                ------------- -------------

Other income:
   Service fees                                    161           150
   Net gains on sale of mortgage loans             117           353
   Net securities losses                          (13)             -
   Net loss on sale of other assets                (1)             -
   Other                                            82           119
                                          ------------  ------------
                                                   346           622
Other expense:
   Salaries and employee benefits                1,129         1,255
   Net occupancy expense                           417           341
   Federal deposit insurance premiums               26            49
   Other                                           512           448
                                          ------------  ------------
                                                 2,084         2,093
                                         ------------- -------------
   Earnings before income taxes                    926           550
Income taxes                                       323           197
                                          ------------  ------------
   Net earnings                           $        603  $        353
                                          ============  ============
Earnings per share (Note 3)               $        .14  $        .18
                                          ------------  ------------
Weighted average common shares outstanding   4,300,000     2,003,616
                                           -----------  ------------



<PAGE>



                     GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                           For the Three Months Ended
                                 (In thousands)
                                   (unaudited)

                                                     March 31,   March 31,
                                                       1997        1996
                                                       ----        ----
Cash flows from operating activities:
   Net earnings                                         $603       $353
   Adjustments to reconcile net earnings to net cash
   provided by operating activities:
           Provision for loan losses                     105         30
           Net losses on sales of available-for-sale
             securities                                   13         --
           Depreciation and amortization, net of
             accretion                                   233        (90)
           Loss on sale of assets, net                     1        154
           Net decrease in mortgage loans held for
             sale                                      1,046      1,031
           Other changes:
              Accrued interested receivable and other
                assets                                  (516)   (1,712)
              Accrued interest payable and other
                liabilities                              149       443
                                                         -------------
              Net cash provided by operating
                activities                             1,634       209
                                                       ---------------
Cash flows from investing activities:
   Net increase in loans                             (11,271)   (1,140)
   Principal collections and proceeds from sales and
       maturities of available-for-sale securities     5,750     6,409
   Purchases of available-for-sale securities         (5,926)  (18,230)
   Net additions to premises and equipment              (374)     (537)
   Proceeds from sale of other assets                     80        59
                                                       ----------------
           Net cash used in investing activities     (11,741)  (13,439)
                                                     ------------------
Cash flows from investing activities:
   Increase in deposits                                2,051       462
   Net increase (decrease) in short-term borrowings    3,420    (2,892)
   Principal payments on long-term debt                  (59)     (439)
   Purchase of treasury stock                             --      (196)
   Proceeds from sale of common stock                     --        65

           Net cash provided (used) by financing
           activities                                   5,412   (3,000)
                Decrease in cash and cash equivalents  (4,695) (16,230)
Cash and cash equivalents, beginning of year           21,271   23,223
                                                       ----------------
Cash and cash equivalents, end of quarter             $16,576  $ 6,993
                                                      =================




<PAGE>



                    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-QSB.  The  consolidated  financial
statements should be read in conjunction with the audited  financial  statements
included in the Company's 1996 Annual Report on Form 10-KSB.

    The consolidated  financial statements include the accounts of the Company's
subsidiaries,  Exchange National Bank,  Citizens State Bank, and Provident Bank,
f.s.b.  (the "Banks").  All significant  intercompany  balances and transactions
have been eliminated.

     The  consolidated  financial  statements as of March 31, 1997,  and for the
three  months  ended  March 31,  1997 and 1996 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
three months ended March 31, 1997 are not necessarily  indicative of the results
that will be achieved for the entire year.


     2.  Earnings per common share.

     Earnings  per common share are based upon the  weighted  average  number of
common shares outstanding during the periods.

     3.  Subsequent Events.

     The Company  announced  on April 17,  1997,  the signing of an agreement to
acquire  Peoples  Bancshares,  Inc.,  Clay  Center,  Kansas and its  subsidiary,
Peoples  National Bank,  through a tax-free  exchange of stock.  At December 31,
1996, Peoples National Bank had total assets of $72.4 million, deposits of $60.9
million and loans of $33.2 million.  The transaction is expected to close in the
third quarter of 1997 and be accounted for as a pooling of interests.

     On April 7, 1997, the Company  granted  options to certain  officers of the
Company to purchase a total of 70,500  shares of the  Company's  Common Stock at
the fair market value of the Company's stock on that date.

     On April 30, 1997 the Company  declared a quarterly  dividend in the amount
of $.03 per share.

     4.   New Accounting Pronouncement.

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



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

OVERVIEW

     The  Company's net income was $603,000 for the three months ended March 31,
1997,  compared to net income of $353,000  for the three  months ended March 31,
1996,  yielding an annualized  return on average  assets ("ROA") of .79% for the
quarter ended March 31, 1997,  compared to 0.54% for the quarter ended March 31,
1996.  Return on average  common  stockholders'  equity  ("ROE") for three month
periods  ended March 31, 1997 and 1996 was 7.86% and 12.30%,  respectively.  The
primary reason for the earnings increase for the first quarter of 1997 over 1996
was greater interest income through an improved net interest margin coupled with
greater loan volume.

FINANCIAL CONDITION

     Total  assets were $310.4  million at March 31,  1997,  an increase of $5.8
million from December 31, 1996. Total average assets were $304.0 million for the
quarter ended March 31, 1997,  compared to $260.6  million for the quarter ended
March 31,  1996.  Average  interest-earning  assets were $280.7  million for the
three months ended March 31, 1997 and $241.8  million for the three months ended
March 31, 1996.  Assets  increased  during the quarter due to loan growth during
the quarter of $10.1 million  primarily at Exchange  National Bank's Leawood and
Shawnee, Kansas locations.

     The  increase  in net loans from  December  31,  1996 to March 31, 1997 was
funded through increases in deposits of $2.1 million,  short-term  borrowings of
$3.4 million and draws an existing cash reserves of $4.7 million.  The allowance
for loan losses increased to $2.6 million at March 31, 1997 from $2.5 million at
December 31, 1996. The allowance  represented  1.22% and 1.25% of total loans as
of March 31, 1997 and December 31, 1996, respectively.

RESULTS OF OPERATIONS

Net Interest Income

     Total  interest  income  for the  quarter  ended  March  31,  1997 was $5.8
million,  a 15.5%  increase over the three months ended March 31, 1996.  Average
total  earning  assets  increased  $39.4  million  or 18.3% at March  31,  1997,
compared to December  31,  1996.  The  increase is  primarily  the result of the
opening of Exchange  National Bank's branch  facility in Leawood,  Kansas in the
fourth  quarter of 1995 as well as the continued  growth in loans at the Shawnee
branch.

    Total interest expense for the first quarter of 1997 was 2.2% higher than in
the first  quarter  of 1996 as a result  of the  increases  in  interest-bearing
liabilities  and interest  rates.  Average  total  interest-bearing  liabilities
increased by $19.5  million or 8.4% during the first quarter of 1997 compared to
the first quarter of 1996,  primarily  due to increased  volume of time deposits
originated  by  Exchange  National  Bank in  connection  with the opening of its
Leawood location and the continued growth of its Shawnee location.

     Net  interest  income was $2.8 million for the three months ended March 31,
1997,  compared  to $2.1  million  for the same  period in 1996,  an increase of
35.0%.  This  increase is  attributable  to  significantly  greater loan volumes
primarily  originated from Exchange National Bank's Leawood and Shawnee,  Kansas
branches and a net interest  margin for the period of 3.98%  compared with 3.43%
for the same period in 1996.

Provisions for Loan Losses

     The  provision  for loan losses for the three  months ended March 31, 1997,
was $105,000,  an increase of $75,000, or 250% from the $30,000 provision during
the comparable 1996 period.  This increase  reflects the Company's  objective of
maintaining  adequate  reserve levels in recognition of significant loan growth.
The allowance


<PAGE>



represented  1.22% and 1.25% of total  loans as of March 31,  1997 and March 31,
1996, respectively.

Non-Interest Income

     Non-interest  income  for the  three  months  ended  March  31,  1997,  was
$346,000,  a decrease  of 44.4% from the same  period in 1996.  The  decrease is
primarily  a result of reduced  gains on sales of  mortgage  loans at  Provident
Bank, f.s.b., which is consistent with the Company's plan to reduce its reliance
on secondary market mortgage lending.

Non-Interest Expense

     Non-interest  expense  decreased  slightly  by $9,000 for the three  months
ended March 31, 1997, as compared to the same period in 1996.  This decrease was
primarily due to a 10% reduction in salaries and benefits expenses. In the third
quarter of 1996,  Provident  Bank,  f.s.b.  substantially  altered the manner in
which  it  conducts  its  mortgage  banking  business.  The  changes  include  a
substantial  reduction in personnel  that  decreased the Company's  salaries and
employee benefits expenses. Net occupancy expense increased due to depreciation,
property taxes and utility costs  associated  with Exchange  National Bank's new
Leawood  branch.  The  Company's  overall  efficiency  ratio  showed  its  third
consecutive  quarter of improvement,  ending the first quarter of 1997 at 66.9%,
compared to 78.3% for the first quarter of 1996.

Income Tax Expense

      Income tax expense for the three months ended March 31, 1997 and March 31,
1996 was $323,500 and $197,000,  respectively. The effective tax rates for those
periods were 34.9% and 35.8%, respectively.

CAPITAL AND LIQUIDITY

     At  March  31,  1997,  the  Company's  Tier  1  risk-based  capital,  total
risk-based   capital  and   leverage   ratios  were  14.5%,   15.8%  and  10.1%,
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 March 31, 1997, the Company had risk-weighted
assets of $212.5  million.  On April 30, 1997, the Company's  Board of Directors
declared a quarterly dividend in the amount of $.03 per common share.

     The  Company  had  approximately   $8.4  million  in  cash  and  short-term
investment  grade securities at March 31, 1997 remaining from its initial public
offering completed in the fourth quarter of 1996. Those proceeds are expected to
be used to finance the  Company's  growth  strategy  and for  general  corporate
purposes.  The  Company  established  a line of  credit  in the  amount of $10.0
million with a  correspondent  bank during the first quarter of 1997. No amounts
had been  drawn  under the line as of March 31,  1997.  On April 30,  1997,  the
Company's Board of Directors declared a quarterly dividend in the amount of $.03
per common share.

ACCOUNTING AND FINANCIAL REPORTING

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

<PAGE>



                                 PART II
                            OTHER INFORMATION

ITEM 1:  LEGAL PROCEEDINGS

         None

ITEM 2:  CHANGES IN SECURITIES

         None

ITEM 3:  DEFAULTS UPON SENIOR SECURITIES

         None

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

         None

ITEM 5:  OTHER INFORMATION

         None

ITEM 6:  EXHIBITS AND REPORTS ON FORM 8-K

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

         27.  Financial Data Schedule

    (b)  REPORTS ON FORM 8-K

         None




<PAGE>


                              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:  May 14, 1997                        By: /s/ Keith E. Bouchey
                                            -----------------------------------
                                               Keith E. Bouchey
                                               Executive Vice President,
                                               Chief Financial Officer,
                                               Treasurer and Corporate
                                               Secretary

 (Authorized officer and principal financial officer of the registrant)




<PAGE>