SECURITIES AND EXCHANGE COMMISSION

                   WASHINGTON, D.C.  20549



                           FORM 8-K



                        CURRENT REPORT

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



 Date of Report                               February 9, 2004
 (Date of earliest event reported)            February 7, 2004


                Heartland Financial USA, Inc.
    (Exact name of Registrant as specified in its charter)


                           Delaware
        (State or other jurisdiction of incorporation)


        0-24724                             42-1405748
 (Commission File Number)                (I.R.S. Employer
                                       Identification Number)



 1398 Central Avenue, Dubuque, Iowa                  52001
 (Address of principal executive offices)          (Zip Code)



                          (563) 589-2100
     (Registrant's telephone number, including area code)

Item 5.  Other Information

     On  February  7,  2004,  Heartland Financial  USA,  Inc.,  a
Delaware corporation ("Heartland"), entered into an Agreement and
Plan  of  Merger  (the  "Merger Agreement") with  Rocky  Mountain
Bancorporation,  Inc., a Montana corporation ("Rocky  Mountain"),
which  provides for the merger of RMB Acquisition Corporation,  a
wholly-owned  subsidiary  of  Heartland,  with  and  into   Rocky
Mountain.   In  connection with the Merger  Agreement,  Heartland
entered into a voting agreement with the individual directors and
executive  officers  of  Rocky Mountain pursuant  to  which  they
agreed to vote the shares of Rocky Mountain common stock they own
in   favor   of   the   merger.   The  voting  agreement   covers
approximately  25% of the outstanding shares of Heartland  common
stock.

     A copy of a Press Release, dated February 9, 2004, issued by
Heartland  and Rocky Mountain relating to the merger is  attached
as  Exhibit 99.1 and is incorporated herein by reference.  A copy
of the Merger Agreement is attached as Exhibit 99.2.


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

          (a)  Financial Statements of Business Acquired.

               None.

          (b)  Pro Forma Financial Information.

               None.

          (c)  Exhibits.

               99.1 Press Release dated February 9, 2004.
               99.2 Agreement and Plan of Merger, among Heartland
               Financial USA,Inc., RMB Acquisition Corporation and
               Rocky Mountain Bancorporation, Inc., dated as of
               February 7, 2004.


                           SIGNATURES

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



                              HEARTLAND FINANCIAL USA, INC.

Dated: February 9, 2004       By: /s/ John K. Schmidt
                                  _________________________
                                  John K. Schmidt
                                  Executive Vice President
                                  and Chief Financial Officer