SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                          SCHEDULE 13G

            Under the Securities Exchange Act of 1934
                       (Amendment No. 3)*

                  HEARTLAND FINANCIAL USA, INC.
                        (Name of Issuer)

                          Common Stock
                 (Title of Class of Securities)

                            42234Q102
                         (CUSIP Number)

                        December 31, 2002
     (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:

  X  Rule 13d-1(b)
----

     Rule 13d-1(c)
----

     Rule 13d-1(d)
----

*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.

The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).


1.   NAME OF REPORTING PERSON
     S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     Dubuque Bank and Trust Company
       42-0223620

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

                                                       (a)
                                                          ----
                                                       (b)
                                                          ----

3.   SEC USE ONLY

4.   CITIZENSHIP OR PLACE OF ORGANIZATION

      Commercial bank organized under the laws of the State Of
      Iowa

NUMBER OF      5.   SOLE VOTING POWER: 680,732
SHARES
BENEFICIALLY   6.   SHARED VOTING POWER: 109,784
OWNED BY
EACH           7.   SOLE DISPOSITIVE POWER: 680,732
REPORTING
PERSON         8.   SHARED DISPOSITIVE POWER: 109,784
WITH

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

       790,516

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
     CERTAIN SHARES. (See instructions)

                                                          ----

11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

       8%

12.  TYPE OF REPORTING PERSON

       BK

Item 1(a)      Name of Issuer:
                 Heartland Financial USA, Inc.

Item 1(b)      Address of Issuer's Principal Executive Offices:
                 1398 Central Avenue
                 Dubuque, Iowa 52001

Item 2(a)      Name of Person Filing:
                 Dubuque Bank and Trust Company

Item 2(b)      Address of Principal Business Office, or if None,
               Residence:
                 1398 Central Avenue
                 Dubuque, Iowa 52001

Item 2(c)      Citizenship:
                 A commercial bank organized under the laws of
                 the State of Iowa

Item 2(d)      Title of Class of Securities:
                 Common Stock

Item 2(e)      CUSIP Number:
                 42234Q102

Item 3.   If this statement is filed pursuant to Subsection
          240.13d-1(b) or 13d-2(b) or (c), check whether
          the person filing is a:

          (a)       Broker or dealer registered under Section
                    15 of the Act.
               ---

          (b)       Bank as defined in Section 3(A)(G) of the Act
		X
               ---

          (c)       Insurance company as defined in Section 3(A)
                    (19) of the Act.
               ---

          (d)       Investment company registered under Section 8
                    of the Investment Company Act of 1940.
               ---

          (e)       Investment adviser in accordance with
                    Subsection 240.13d-1(b)(1)(ii)(E).
               ---

          (f)       Employee benefit plan or endowment fund in
                    accordance with Subsection 240.13d-1(b)(1)
                    (ii)(F).
               ---

          (g)       Parent holding company, in accordance with
                    Subsection 240.13D-1(b)(ii)(G).
               ---

          (h)       A savings association as defined in Section
                    3(b) of the Federal Deposit Insurance Act.
               ---

          (i)       A church plan that is excluded from the
                    definition of an investment company under
                    Section 3(c)(14) of the Investment Company
                    Act of 1940.
               ---

          (j)       Group, in accordance with Subsection
                    240.13d-1(b)(1)(ii)(J).
               ---

Item 4.   Ownership

          (a)  Amount Beneficially Owned:
                 The amount of securities reported as
                 beneficially owned consists of 790,516 shares
                 of the Issuer's common stock for which the
                 Reporting Person serves as sole or co-fiduciary
                 with respect to trust and other accounts. With
                 respect to such shares, the Reporting Person
                 has sole voting and investment power with
                 respect to 680,732 shares and shared voting and
                 investment power over 109,784 shares. The
                 amount reported as beneficially owned does not
                 include 1,303,377 shares held in trust or other
                 fiduciary accounts and over which the Reporting
                 Person exercises no voting or investment power.
                 The 790,516 shares and the 1,303,377 shares
                 (consisting of the 790,516 shares with sole or
                 shared voting and investment power and the
                 1,303,377 with no voting or investment power)
                 represent 8% and 13% respectively, of the
                 issued and outstanding shares of the Issuer.
                 The Reporting Person disclaims beneficial
                 ownership of all 2,093,893 shares and the
                 report shall not be construed as an admission
                 of beneficial ownership for the purposes of
                 Section 13 or any other purpose.

          (b)  Percent of Class:
                 8%

          (c)  Number of shares as to which such person has:

               (i)   sole power to vote or to direct the vote
                      680,732

               (ii)  shared power to vote or to direct the vote
                      109,784

               (iii) sole power to dispose or to direct the
                     disposition of
                      680,732

               (iv)  shared power to dispose or to direct the
                     disposition of
                      109,784

Item 5.   Ownership of Five Percent or Less of a Class

Item 6.   Ownership of More than Five Percent on Behalf of
          Another Person

            The amount of securities reported as beneficially
            owned consists of shares of the Issuer's common
            stock for which the Reporting Person serves as sole
            or co-fiduciary with respect to trust and other
            accounts. The Reporting Person is not aware of any
            person or group of persons who own more than five
            percent of the Issuer's common stock and for whom
            the Reporting Person serves as sole or co-fiduciary,
            except that the Reporting Person is a co-trustee for
            a trust over which Lynn S. Fuller controls the
            voting of all 77,848 shares of the Issuer's common
            stock held by such trust.

Item 7.   Identification and Classification of the
          Subsidiary Which Acquired the Security Being Reported
          on By the Parent Holding Company

            N/A

Item 8.   Identification and Classification of Members of the
          Group

            N/A

Item 9.   Notice of Dissolution of Group

            N/A

Item 10.  Certifications

     By signing below, I certify that, to the best of my
knowledge and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.

                            SIGNATURE

     After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.

                         February 4, 2003
                         --------------------------
                         Date

                         DUBUQUE BANK AND TRUST COMPANY

                         By:  /s/ Paul Peckosh
                              ----------------------
                              Paul J. Peckosh
                              Executive Vice President, Trust