8-K

              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                             January 23, 2004
(Date of earliest event reported)         (January 23, 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 January 23, 2004, Heartland Financial USA, Inc. issued a press
release announcing the retirement of Robert Woodward from the
Heartland board of directors and the election of Ronald A. Larson
to fill the vacancy. The press release is attached hereto as
Exhibit 99.


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  Press Release dated January 23, 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:  January 23, 2004      By:/s/ John K. Schmidt
                                ---------------------------
                                John K. Schmidt
                                Executive Vice President
                                and Chief Financial Officer

EX-99

Exhibit 99.1

[HEARTLAND FINANCIAL USA, INC., LOGO]


FOR IMMEDIATE RELEASE
JANUARY 23, 2004

FROM: Lynn B. Fuller                John K. Schmidt
      Chairman, President & CEO     Executive VP & CFO
      (563) 589-2105                (563) 589-1994
      lbfuller@htlf.com              jschmidt@dubuquebank.com


              WOODWARD RETIRES FROM HEARTLAND BOARD
                   LARSON TO SERVE AS DIRECTOR


(Dubuque, Iowa, January 23, 2004) - Heartland Financial USA, Inc.
(Nasdaq NMS: HTLF) announced today that Ronald A. Larson was
appointed to the board of directors effective January 20, 2004.
Larson will fill a vacancy on the board created by the retirement
of Robert Woodward on December 31, 2003.

"Bob Woodward's foresight and expertise guided Heartland from its
inception to the present. His contribution was invaluable to the
success of our company, and he will be greatly missed," stated
Lynn B. Fuller, Heartland chairman, president, and CEO. "We are
extremely fortunate to find a candidate as qualified as Ron
Larson to fill this vacancy. His familiarity with the Southwest,
where our newest banking subsidiaries are located, will be
valuable as Heartland continues to expand its presence in the
Southwest," he continued.

Larson is the founder of Larson Group L.C. of Scottsdale,
Arizona. He is a founding investor and director of Heartland
member bank Arizona Bank & Trust in Mesa, Arizona, and also
serves as chairman of the bank's board of directors.

Mr. Larson graduated from Minnesota State University, Moorhead,
Minnesota; the Stonier Graduate School of Banking, Rutgers
University; and the National Commercial Lending Graduate School
at the University of Oklahoma. He has extensive executive and
chief executive experience in the banking, finance, and
commercial leasing industries.

About Heartland Financial USA:
Heartland is a $2.0 billion financial services company with seven
banks in Iowa, Illinois, Wisconsin, New Mexico and Arizona:

     Dubuque Bank and Trust Company, with eight offices in
       Dubuque, Epworth, Farley and Holy Cross, Iowa
     Galena State Bank and Trust Company, with three offices in
       Galena and Stockton, Illinois
     First Community Bank, with three offices in Keokuk, Iowa and
       Carthage, Illinois
     Riverside Community Bank, with three offices in Rockford,
       Illinois
     Wisconsin Community Bank, with six offices in Cottage Grove,
       Fitchburg, Green Bay, Middleton, Monroe and Sheboygan,
       Wisconsin
     New Mexico Bank & Trust, with twelve offices in Albuquerque,
       Clovis and Santa Fe, New Mexico
     Arizona Bank & Trust, with one office in Mesa, Arizona

Other subsidiaries include:

     ULTEA, Inc., a fleet management company with offices in
       Madison and Milwaukee, Wisconsin; Chicago, Illinois and
       Minnetonka, Minnesota
     Citizens Finance Co., a consumer finance company with
       offices in Madison and Appleton, Wisconsin; Dubuque, Iowa;
       and Rockford, Illinois
     HTLF Capital Corp., an investment banking firm with offices
       in Denver, Colorado and Blue Springs, Missouri

Heartland's shares are traded on The Nasdaq Stock Market under
the symbol HTLF.

Additional information about Heartland is available through our
website at www.htlf.com.