11-K

               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                            FORM 11K

       [X]  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934
           For the fiscal year ended December 31, 2002


                               OR


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


         For transition period __________ to __________



                Commission File Number: 33-76228



A.   Full title of the plan and the address of the plan, if
     different from that of the issuer named below:



                  Heartland Financial USA, Inc.
                  Employee Stock Purchase Plan



B.   Name of issuer of the securities held pursuant to the plan
     and the address of its principal executive office:


                  Heartland Financial USA, Inc.
                       1398 Central Avenue
                       Dubuque, IA  52001


                      REQUIRED INFORMATION

     The Heartland Financial USA, Inc. Employee Stock Purchase
Plan is not subject to the Employee Retirement Income Security
Act of 1974, as amended.  Accordingly, the audited financial
statements prepared in accordance with the instructions to Form
11-K are provided as Exhibit 99.1 to this Form 11-K.


                           SIGNATURES

The Plan

Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee
benefit plan) have duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.


HEARTLAND FINANCIAL USA, INC.
EMPLOYEE STOCK PURCHASE PLAN





BY: /s/ John K. Schmidt
- -----------------------------
John K. Schmidt
Executive Vice President and
Chief Financial Officer




Date:  March 26, 2003
- -----------------------------




   HEARTLAND FINANCIAL USA, INC. EMPLOYEE STOCK PURCHASE PLAN

                          EXHIBIT INDEX
                  TO ANNUAL REPORT ON FORM 11-K


Exhibit
  No.          Description
- -------        -----------

23             Auditors' Consent
99.1           Financial Statements

EX-23

Exhibit 23

                  INDEPENDENT AUDITORS' CONSENT


The Plan Administrator
Heartland Financial USA, Inc. Employee Stock Purchase Plan:


We consent to incorporation by reference in the Registration
Statement No. 333-06219 on Form S-8 of Heartland Financial USA,
Inc. of our report dated March 19, 2003, relating to the
statements of financial condition of the Heartland Financial USA,
Inc. Employee Stock Purchase Plan as of December 31, 2002 and
2001, the related statements of income and changes in plan equity
for the years then ended, which appear in the December 31, 2002
Annual Report on Form 11-K of Heartland Financial USA, Inc.
Employee Stock Purchase Plan.


/s/ KPMG LLP

Des Moines, Iowa
March 25, 2003

EX-99

Exhibit 99.1

                  Independent Auditors' Report

The Plan Administrator
Heartland Financial USA, Inc.
Employee Stock Purchase Plan:

We have audited the accompanying statements of financial
condition of the Heartland Financial USA, Inc. Employee Stock
Purchase Plan (the Plan) as of December 31, 2002 and 2001, and
the related statements of income and changes in plan equity for
the years then ended.  These financial statements are the
responsibility of the Plan's management.  Our responsibility is
to express an opinion on these financial statements based on our
audits.

We conducted our audits in accordance with auditing standards
generally accepted in the United States of America.  Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are
free of material misstatement.  An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial condition
of Heartland Financial USA, Inc. Employee Stock Purchase Plan as
of December 31, 2002 and 2001, and the income and changes in plan
equity for the years then ended, in conformity with accounting
principles generally accepted in the United States of America.


KPMG LLP

Des Moines, Iowa
March 19, 2003





HEARTLAND FINANCIAL USA, INC.
EMPLOYEE STOCK PURCHASE PLAN

Statements of Financial Condition

December 31, 2002 and 2001

                                         2002           2001
                                         ----           ----

Assets - cash                        $  308,053     $  262,355
                                     ==========     ==========

Liabilities - due to employees       $    2,844     $   95,942
Plan equity                             305,209        166,413
                                     ----------     ----------

Total liabilities and plan equity    $  308,053     $  262,355
                                     ==========     ==========



Statements of Income and Changes
in Plan Equity

For the years ended December 31, 2002
and 2001

                                         2002           2001
                                         ----           ----

Contributions from employees         $  340,503     $  333,705
Refund of employee contributions       (201,707)      (167,844)
Stock purchases distributed
  to employees                                -        (44,433)
Plan equity at beginning of year        166,413         44,985
                                     ----------     ----------

Plan equity at end of year           $  305,209     $  166,413
                                     ==========     ==========

See accompanying note to financial statements.


HEARTLAND FINANCIAL USA, INC.
EMPLOYEE STOCK PURCHASE PLAN

Note to Financial Statements

December 31, 2002 and 2001

(1) Summary of Significant Accounting Policies

(a)  Basis of Presentation

The Heartland Financial USA, Inc. Employee Stock Purchase Plan
(the Plan) was approved by the stockholders of Heartland
Financial USA, Inc. (the Company) in May of 1996 and commenced
operations on July 1, 1996.

The accompanying financial statements of the Plan have been
prepared on the accrual basis.

The financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of
America.  In preparing such financial statements, the plan
administrator is required to make estimates and assumptions that
affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities as of the date of
the statement of financial condition, and revenues and expenses
for the period.  Actual results could differ significantly from
those estimates.

(b)  Description of the Plan

The Plan, which is authorized to make available up to 400,000
shares of the Company's stock for sale to employees, is sponsored
by the Company and has one entry date per year, the first day of
a Plan year.  Employees of the Company or its subsidiaries,
following the year in which they become employed by the Company,
are eligible to participate in the Plan on the next entry date.
Eligible employees can contribute up to 15% of their salary, on
an after-tax basis, to be applied to the purchase of common stock
of the Company, up to a maximum of 1,000 shares.  The
Compensation Committee of the Company establishes the price of
the stock.  The price cannot be less than 85% of the fair market
value of the stock on the first day of the Plan year.  The Plan
does not allow an employee to purchase fractional shares and, as
a result, such monies are refundable to the employee.
Participating employees whose employment is terminated for any
reason during a Plan year will have their contributions refunded
to them.  Participant employees are permitted to have their
contributions refunded to them at any time during the year.
Participants should refer to the Plan Agreement for more complete
information.

For the year ended December 31, 2002, the Company established a
price of 100% of the fair market value at December 31, 2001,
which was $12.80 per share.  Subsequent to December 31, 2002,
23,751 shares of common stock of the Company were purchased at a
total cost of $304,013 by the Plan and distributed to 180
employees.

For the year ended December 31, 2001 the Company established a
price of 100% of the fair market value at December 31, 2000,
which was $13.25 per share.  Subsequent to December 31, 2001,
12,355 shares of common stock of the Company were purchased at a
total cost of $163,704 by the Plan and distributed to 130
employees.


(c)  Plan Administration

The Plan is administered by the Company.  In addition, the
Company pays for Plan administration costs.

(d)  Income Taxes

The Plan is a nonqualified plan under Section 423 of the Internal
Revenue Code of 1986, as amended, and, as such, there are no tax
consequences to the Plan.

Upon disposition of stock, the employee will be taxed on any
difference between the price established by the Compensation
Committee and the market price at the establishment date and any
appreciation of the stock.