SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM S-8

                        REGISTRATION STATEMENT UNDER THE
                             SECURITIES ACT OF 1933

                            AMES NATIONAL CORPORATION
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

            IOWA                                                  42-1039071
--------------------------------------------------------------------------------
(State or Other Jurisdiction of                                 (IRS Employer
 Incorporation or Organization)                              Identification No.)

     405 FIFTH STREET, AMES, IOWA                                  50010
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                         (Zip Code)

                  AMES NATIONAL CORPORATION STOCK PURCHASE PLAN
                  ---------------------------------------------
                            (Full Title of the Plan)

              DANIEL L. KRIEGER, 405 FIFTH STREET, AMES, IOWA 50010
              -----------------------------------------------------
                     (Name and Address of Agent For Service)

                                 (515) 232-6251
          -------------------------------------------------------------
          (Telephone Number, Including Area Code, of Agent For Service)

                                CALCULATION OF REGISTRATION FEE
<TABLE>
------------------------------------------------------------------------------------------------------------
                                                 Proposed Maximum     Proposed Maximum
     Title Of Each Class Of      Amount To Be   Offering Price Per   Aggregate Offering       Amount Of
  Securities To Be Registered     Registered          Unit*                 Price          Registration Fee
------------------------------------------------------------------------------------------------------------
<S>                              <C>            <C>                 <C>                    <C>
COMMON STOCK, $5.00 PAR VALUE    98,000 shares       $41.00               $4,018,000            $369.66
------------------------------------------------------------------------------------------------------------
<FN>
* The  proposed maximum  offering  price per share is the  average bid and asked
  price as of May 29, 2002.
</FN>
</TABLE>


                                       1
<PAGE>


                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

Ames National  Corporation  (the "Company")  will provide  without charge,  upon
written  or  oral  request,  a copy  of the  documents  incorporated  herein  by
reference  in  Item 3 of  Part  II of  this  Registration  Statement,  or  other
documents  required to be delivered to  participants  pursuant to Rule 428(b) of
the Securities Act of 1933 (the "Securities  Act"). The documents  identified in
Item 3 of  Part  II  are  incorporated  by  reference  into  the  Section  10(a)
prospectus.  Requests for such copies  should be directed to Daniel L.  Krieger,
President, Ames National Corporation,  405 Fifth Street, Ames, Iowa 50010, (515)
232-6251.


                                       2
<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

The following  documents filed with the Securities and Exchange  Commission (the
"Commission") are incorporated herein by reference:

a)   The Company's  annual  report on Form 10-K filed  pursuant to Section 13 or
     15(d) of the Securities  Exchange Act of 1934 (the "Exchange  Act") for the
     year ended December 31, 2001, which contains audited  financial  statements
     for the Company's latest fiscal year.

b)   All other reports filed  pursuant to Section 13(a) or 15(d) of the Exchange
     Act since the end of the fiscal year covered by the annual report  referred
     to in (a) above.

c)   The  description  of such class of  securities  which is  contained  in the
     Company's  registration  statement on Form 10 filed under the Exchange Act,
     including  any  amendment or report filed for the purpose of updating  such
     description.

d)   The Company's  definitive  proxy  statement filed pursuant to Section 14 of
     the  Exchange Act in connection  with  the latest  annual  meeting  of  its
     stockholders,  and any definitive proxy or information  statements so filed
     in connection with any subsequent special meetings of its stockholders.

All reports and other documents  subsequently  filed by the Company  pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a  post-effective  amendment which indicates that all securities  offered hereby
have been sold or which deregisters all securities then remaining unsold,  shall
be deemed to be incorporated  by reference  herein and to be a part thereof from
the date of the filing of such reports and documents.

ITEM 4. DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

The Bylaws of the Company  mandate that the Company shall  indemnify and advance
expenses to any person who was or is a party to, or is  threatened  to be made a
party to, any  threatened  or pending claim or action by reason of the fact that
such person (i) is or was a director or officer of the Company,  or (ii) while a
director,  officer or employee of the Company,  is or was serving at the request
of the Company as a director,  officer,  employee,  agent or in another capacity
with another corporation, partnership, joint venture, trust or other enterprise,
to the maximum extent the Company is empowered to indemnify and advance expenses
to a  director  under  the  Iowa  Business  Corporation  Act (the  "Act").  Such
indemnification  is,  however,  conditional  upon the Company being afforded the
opportunity  to  participate  directly on behalf of such person in such claim or
action and, with respect to any settlement or other non-adjudicated  disposition
of any  threatened  or pending claim or action,  upon the prior  approval by the
Company of the proposed settlement or non-adjudicated  disposition. The right to
indemnification includes the right to payment or reimbursement by the Company of
reasonable  expenses  incurred  in  connection  with any such claim or action in
advance of its final disposition,  provided the person seeking  reimbursement of
expenses complies with certain procedures outlined in the Act for obtaining such
reimbursement.  Under the Act,  a  corporation  is  authorized  to  indemnify  a
director,  officer,  employee or agent if the person  acted in good faith and if
the person  reasonably  believed:  (i) in the case of  conduct  in the  person's
official  capacity with the  corporation,  that the person's  conduct was in the
corporation's  best  interests;  or (ii) in all other  cases,  that the person's
conduct was at least not opposed to the  corporation's  best  interests.  To the
extent  that  the   indemnification   provisions   of  the  Bylaws  may  provide
indemnification to directors,  officers, employees and agents of the Company for
liabilities arising under the Securities Act, the Company has been informed that
in the opinion of the Commission such  indemnification  is against public policy
as expressed in the Securities Act and is therefore unenforceable.


                                       3
<PAGE>

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8.  EXHIBITS.

Exhibit
Number   Exhibit

  4      Instruments defining rights of security holders, including indentures:

         4(a)  Restated Articles of Incorporation of the Company
         4(b)  Bylaws of the Company

  5      Opinion re:  Legality

 15      Letter re: Unaudited Interim Financial Information.  Not applicable

 23      Consents of Experts and Counsel

         23(a)  Consent of KPMG LLP
         23(b)  Consent of McGladrey & Pullen, LLP
         23(c)  Consent of Nyemaster, Goode, Voigts, West, Hansell & O'Brien

 24      Power of Attorney.  Not Applicable

 99      Additional Exhibits:
         99(a)   Ames National Corporation Stock Purchase Plan

ITEM 9.  UNDERTAKINGS.

         (a)   The undersigned registrant hereby undertakes:

               (1)  to file,  during  any  period  in which  offers or sales are
                    being made, a post-effective  amendment to this Registration
                    Statement; (i) to include any prospectus required by Section
                    10(a) (3) of the  Securities  Act;  (ii) to  reflect  in the
                    prospectus  any facts or events  arising after the effective
                    date of this  Registration  Statement  (or the  most  recent
                    post-effective amendment thereof) which,  individually or in
                    the  aggregate,  represents  a  fundamental  change  in  the
                    information set forth in this Registration Statement;  (iii)
                    to include any material information with respect to the plan
                    of   distribution   not   previously   disclosed   in   this
                    Registration  Statement  or  any  material  change  to  such
                    information  in  this  Registration   Statement;   provided,
                    however,  that (a)(1)(i) and  (a)(1)(ii)  shall not apply if
                    the information  required to be included in a post-effective
                    amendment  by those  paragraphs  is  contained  in  periodic
                    reports  filed by the  registrant  pursuant to Section 13 or
                    Section 15(d) of the Exchange Act that are  incorporated  by
                    reference in this Registration Statement.

               (2)  That, for the purpose of determining any liability under the
                    Securities Act, each such post-effective  amendment shall be
                    deemed to be a new  Registration  Statement  relating to the
                    securities  offered  therein,   and  the  offering  of  such
                    securities  at that time  shall be deemed to be the  initial
                    bona fide offering thereof.

               (3)  To remove  from  registration  by means of a  post-effective
                    amendment  any  of the  securities  being  registered  which
                    remain unsold at the termination of the offering.

          (b)  The undersigned  registrant  hereby undertakes that, for purposes
               of  determining  any  liability  under the  Securities  Act, each
               filing of the  registrant's  annual  report  pursuant  to Section
               13(a)  or  Section   15(d)  of  the  Exchange  Act  (and,   where
               applicable,  each filing of an  employee  benefit  plan's  annual
               report  pursuant to Section  15(d) of the  Exchange  Act) that is
               incorporated by reference in this Registration Statement shall be
               deemed  to  be a  new  registration  statement  relating  to  the
               securities  offered therein,  and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

                                       4
<PAGE>

          (c)  The undersigned  registrant hereby undertakes to deliver or cause
               to be delivered with the  prospectus,  to each person to whom the
               prospectus is sent or given, the latest annual report to security
               holders that is  incorporated  by reference in the prospectus and
               furnished  pursuant to and meeting the requirements of Rule 14a-3
               or Rule 14c-3 under the Exchange Act and, where interim financial
               information  required to be presented by Article 3 of  Regulation
               S-X are not set forth in the prospectus,  to deliver, or cause to
               be  delivered  to each person to whom the  prospectus  is sent or
               given,   the  latest   quarterly   report  that  is  specifically
               incorporated  by  reference  in the  prospectus  to provide  such
               interim financial information.

          (d)  Insofar as  indemnification  for  liabilities  arising  under the
               Securities  Act  may be  permitted  to  directors,  officers  and
               controlling  persons of the registrant  pursuant to the foregoing
               provisions, or otherwise, the registrant has been advised that in
               the opinion of the  Commission  such  indemnification  is against
               public  policy  as  expressed  in  the  Securities  Act  and  is,
               therefore,   unenforceable.   In  the  event  that  a  claim  for
               indemnification  against such liabilities (other than the payment
               by the  registrant  of  expenses  incurred or paid by a director,
               officer or controlling person of the registrant in the successful
               defense of any action,  suit or  proceeding)  is asserted by such
               director,  officer or controlling  person in connection  with the
               securities being  registered,  the registrant will, unless in the
               opinion of its counsel the matter has been settled by controlling
               precedent,  submit  to a court of  appropriate  jurisdiction  the
               question  whether such  indemnification  by it is against  public
               policy as expressed in the Securities Act and will be governed by
               the final adjudication of such issue.

                                       5
<PAGE>


                                   SIGNATURES

The Registrant

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  Registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized in the City of Ames, State of Iowa on the third day of June, 2002.

                               AMES NATIONAL CORPORATION

                                By  /s/ Daniel L. Krieger
                                    --------------------------------------------
                                    Daniel L. Krieger
                                    President

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed by the following  persons in the capacities and on the
date indicated.

          Signature                                         Title

/s/ Daniel L. Krieger                               President and Director
--------------------------------------------        June 3, 2002
Daniel L. Krieger
(principal executive officer)


/s/ John P. Nelson                                  Vice President and Secretary
--------------------------------------------        June 3, 2002
John P. Nelson
(principal accounting and financial officer)


/s/ Robert W. Stafford                              Chairman and Director
--------------------------------------------        June 3, 2002
Robert W. Stafford

/s/ Betty A. Baudler
--------------------------------------------        Director
Betty A. Baudler                                    June 3, 2002

/s/ James R. Larson II
--------------------------------------------        Director
James R. Larson II                                  June 3, 2002

/s/ Marvin J. Walter
--------------------------------------------        Director
Marvin J. Walter                                    June 3, 2002

                                       6
<PAGE>


                            AMES NATIONAL CORPORATION
                         FORM S-8 REGISTRATION STATEMENT
                                  Exhibit Index

Reg. S-K
Item 601
Exhibit No.
--------------------------------------------------------------------------------

4(a)          Restated Articles of Incorporation filed as Exhibit 3.1 to
              the  Registration  Statement on Form 10 filed on April 30,
              2001 are incorporated herein by reference.

4(b)          Bylaws filed as Exhibit 3 to the  quarterly  report on Form 10-Q
              filed on August 14, 2001 are incorporated herein by reference.

5             Opinion  re:  Legality  of  Nyemaster,  Goode,  Voigts,  West,
              Hansell & O'Brien, Counsel to Registrant

23(a)         Consent of KPMG LLP

23(b)         Consent of McGladrey & Pullen, LLP

23(c)         Consent of Nyemaster,  Goode, Voigts, West, Hansell & O'Brien,
              Counsel to Registrant (included as part of Exhibit 5)

99(a)         Ames National Corporation Stock Purchase Plan


                                       7
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SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM S-8

                        REGISTRATION STATEMENT UNDER THE
                             SECURITIES ACT OF 1933

                            AMES NATIONAL CORPORATION
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

            IOWA                                                  42-1039071
--------------------------------------------------------------------------------
(State or Other Jurisdiction of                                 (IRS Employer
 Incorporation or Organization)                              Identification No.)

     405 FIFTH STREET, AMES, IOWA                                  50010
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                         (Zip Code)

                  AMES NATIONAL CORPORATION STOCK PURCHASE PLAN
                  ---------------------------------------------
                            (Full Title of the Plan)

              DANIEL L. KRIEGER, 405 FIFTH STREET, AMES, IOWA 50010
              -----------------------------------------------------
                     (Name and Address of Agent For Service)

                                 (515) 232-6251
          -------------------------------------------------------------
          (Telephone Number, Including Area Code, of Agent For Service)

                                CALCULATION OF REGISTRATION FEE

------------------------------------------------------------------------------------------------------------
                                                 Proposed Maximum     Proposed Maximum
     Title Of Each Class Of      Amount To Be   Offering Price Per   Aggregate Offering       Amount Of
  Securities To Be Registered     Registered          Unit*                 Price          Registration Fee
------------------------------------------------------------------------------------------------------------
COMMON STOCK, $5.00 PAR VALUE    98,000 shares       $41.00               $4,018,000            $369.66
------------------------------------------------------------------------------------------------------------
* The  proposed maximum  offering  price per share is the  average bid and asked
  price as of May 29, 2002.
1
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

Ames National  Corporation  (the "Company")  will provide  without charge,  upon
written  or  oral  request,  a copy  of the  documents  incorporated  herein  by
reference  in  Item 3 of  Part  II of  this  Registration  Statement,  or  other
documents  required to be delivered to  participants  pursuant to Rule 428(b) of
the Securities Act of 1933 (the "Securities  Act"). The documents  identified in
Item 3 of  Part  II  are  incorporated  by  reference  into  the  Section  10(a)
prospectus.  Requests for such copies  should be directed to Daniel L.  Krieger,
President, Ames National Corporation,  405 Fifth Street, Ames, Iowa 50010, (515)
232-6251.

                                       2
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

The following  documents filed with the Securities and Exchange  Commission (the
"Commission") are incorporated herein by reference:

a)   The Company's  annual  report on Form 10-K filed  pursuant to Section 13 or
     15(d) of the Securities  Exchange Act of 1934 (the "Exchange  Act") for the
     year ended December 31, 2001, which contains audited  financial  statements
     for the Company's latest fiscal year.

b)   All other reports filed  pursuant to Section 13(a) or 15(d) of the Exchange
     Act since the end of the fiscal year covered by the annual report  referred
     to in (a) above.

c)   The  description  of such class of  securities  which is  contained  in the
     Company's  registration  statement on Form 10 filed under the Exchange Act,
     including  any  amendment or report filed for the purpose of updating  such
     description.

d)   The Company's  definitive  proxy  statement filed pursuant to Section 14 of
     the  Exchange Act in connection  with  the latest  annual  meeting  of  its
     stockholders,  and any definitive proxy or information  statements so filed
     in connection with any subsequent special meetings of its stockholders.

All reports and other documents  subsequently  filed by the Company  pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a  post-effective  amendment which indicates that all securities  offered hereby
have been sold or which deregisters all securities then remaining unsold,  shall
be deemed to be incorporated  by reference  herein and to be a part thereof from
the date of the filing of such reports and documents.

ITEM 4. DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

The Bylaws of the Company  mandate that the Company shall  indemnify and advance
expenses to any person who was or is a party to, or is  threatened  to be made a
party to, any  threatened  or pending claim or action by reason of the fact that
such person (i) is or was a director or officer of the Company,  or (ii) while a
director,  officer or employee of the Company,  is or was serving at the request
of the Company as a director,  officer,  employee,  agent or in another capacity
with another corporation, partnership, joint venture, trust or other enterprise,
to the maximum extent the Company is empowered to indemnify and advance expenses
to a  director  under  the  Iowa  Business  Corporation  Act (the  "Act").  Such
indemnification  is,  however,  conditional  upon the Company being afforded the
opportunity  to  participate  directly on behalf of such person in such claim or
action and, with respect to any settlement or other non-adjudicated  disposition
of any  threatened  or pending claim or action,  upon the prior  approval by the
Company of the proposed settlement or non-adjudicated  disposition. The right to
indemnification includes the right to payment or reimbursement by the Company of
reasonable  expenses  incurred  in  connection  with any such claim or action in
advance of its final disposition,  provided the person seeking  reimbursement of
expenses complies with certain procedures outlined in the Act for obtaining such
reimbursement.  Under the Act,  a  corporation  is  authorized  to  indemnify  a
director,  officer,  employee or agent if the person  acted in good faith and if
the person  reasonably  believed:  (i) in the case of  conduct  in the  person's
official  capacity with the  corporation,  that the person's  conduct was in the
corporation's  best  interests;  or (ii) in all other  cases,  that the person's
conduct was at least not opposed to the  corporation's  best  interests.  To the
extent  that  the   indemnification   provisions   of  the  Bylaws  may  provide
indemnification to directors,  officers, employees and agents of the Company for
liabilities arising under the Securities Act, the Company has been informed that
in the opinion of the Commission such  indemnification  is against public policy
as expressed in the Securities Act and is therefore unenforceable.

                                       3
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8.  EXHIBITS.

Exhibit
Number   Exhibit

  4      Instruments defining rights of security holders, including indentures:

         4(a)  Restated Articles of Incorporation of the Company
         4(b)  Bylaws of the Company

  5      Opinion re:  Legality

 15      Letter re: Unaudited Interim Financial Information.  Not applicable

 23      Consents of Experts and Counsel

         23(a)  Consent of KPMG LLP
         23(b)  Consent of McGladrey & Pullen, LLP
         23(c)  Consent of Nyemaster, Goode, Voigts, West, Hansell & O'Brien

 24      Power of Attorney.  Not Applicable

 99      Additional Exhibits:
         99(a)   Ames National Corporation Stock Purchase Plan

ITEM 9.  UNDERTAKINGS.

         (a)   The undersigned registrant hereby undertakes:

               (1)  to file,  during  any  period  in which  offers or sales are
                    being made, a post-effective  amendment to this Registration
                    Statement; (i) to include any prospectus required by Section
                    10(a) (3) of the  Securities  Act;  (ii) to  reflect  in the
                    prospectus  any facts or events  arising after the effective
                    date of this  Registration  Statement  (or the  most  recent
                    post-effective amendment thereof) which,  individually or in
                    the  aggregate,  represents  a  fundamental  change  in  the
                    information set forth in this Registration Statement;  (iii)
                    to include any material information with respect to the plan
                    of   distribution   not   previously   disclosed   in   this
                    Registration  Statement  or  any  material  change  to  such
                    information  in  this  Registration   Statement;   provided,
                    however,  that (a)(1)(i) and  (a)(1)(ii)  shall not apply if
                    the information  required to be included in a post-effective
                    amendment  by those  paragraphs  is  contained  in  periodic
                    reports  filed by the  registrant  pursuant to Section 13 or
                    Section 15(d) of the Exchange Act that are  incorporated  by
                    reference in this Registration Statement.

               (2)  That, for the purpose of determining any liability under the
                    Securities Act, each such post-effective  amendment shall be
                    deemed to be a new  Registration  Statement  relating to the
                    securities  offered  therein,   and  the  offering  of  such
                    securities  at that time  shall be deemed to be the  initial
                    bona fide offering thereof.

               (3)  To remove  from  registration  by means of a  post-effective
                    amendment  any  of the  securities  being  registered  which
                    remain unsold at the termination of the offering.

          (b)  The undersigned  registrant  hereby undertakes that, for purposes
               of  determining  any  liability  under the  Securities  Act, each
               filing of the  registrant's  annual  report  pursuant  to Section
               13(a)  or  Section   15(d)  of  the  Exchange  Act  (and,   where
               applicable,  each filing of an  employee  benefit  plan's  annual
               report  pursuant to Section  15(d) of the  Exchange  Act) that is
               incorporated by reference in this Registration Statement shall be
               deemed  to  be a  new  registration  statement  relating  to  the
               securities  offered therein,  and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

                                       4
(c)  The undersigned  registrant hereby undertakes to deliver or cause
               to be delivered with the  prospectus,  to each person to whom the
               prospectus is sent or given, the latest annual report to security
               holders that is  incorporated  by reference in the prospectus and
               furnished  pursuant to and meeting the requirements of Rule 14a-3
               or Rule 14c-3 under the Exchange Act and, where interim financial
               information  required to be presented by Article 3 of  Regulation
               S-X are not set forth in the prospectus,  to deliver, or cause to
               be  delivered  to each person to whom the  prospectus  is sent or
               given,   the  latest   quarterly   report  that  is  specifically
               incorporated  by  reference  in the  prospectus  to provide  such
               interim financial information.

          (d)  Insofar as  indemnification  for  liabilities  arising  under the
               Securities  Act  may be  permitted  to  directors,  officers  and
               controlling  persons of the registrant  pursuant to the foregoing
               provisions, or otherwise, the registrant has been advised that in
               the opinion of the  Commission  such  indemnification  is against
               public  policy  as  expressed  in  the  Securities  Act  and  is,
               therefore,   unenforceable.   In  the  event  that  a  claim  for
               indemnification  against such liabilities (other than the payment
               by the  registrant  of  expenses  incurred or paid by a director,
               officer or controlling person of the registrant in the successful
               defense of any action,  suit or  proceeding)  is asserted by such
               director,  officer or controlling  person in connection  with the
               securities being  registered,  the registrant will, unless in the
               opinion of its counsel the matter has been settled by controlling
               precedent,  submit  to a court of  appropriate  jurisdiction  the
               question  whether such  indemnification  by it is against  public
               policy as expressed in the Securities Act and will be governed by
               the final adjudication of such issue.

                                       5
SIGNATURES

The Registrant

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  Registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized in the City of Ames, State of Iowa on the third day of June, 2002.

                               AMES NATIONAL CORPORATION

                                By  /s/ Daniel L. Krieger
                                    --------------------------------------------
                                    Daniel L. Krieger
                                    President

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed by the following  persons in the capacities and on the
date indicated.

          Signature                                         Title

/s/ Daniel L. Krieger                               President and Director
--------------------------------------------        June 3, 2002
Daniel L. Krieger
(principal executive officer)

/s/ John P. Nelson                                  Vice President and Secretary
--------------------------------------------        June 3, 2002
John P. Nelson
(principal accounting and financial officer)

/s/ Robert W. Stafford                              Chairman and Director
--------------------------------------------        June 3, 2002
Robert W. Stafford

/s/ Betty A. Baudler
--------------------------------------------        Director
Betty A. Baudler                                    June 3, 2002

/s/ James R. Larson II
--------------------------------------------        Director
James R. Larson II                                  June 3, 2002

/s/ Marvin J. Walter
--------------------------------------------        Director
Marvin J. Walter                                    June 3, 2002

                                       6
AMES NATIONAL CORPORATION
                         FORM S-8 REGISTRATION STATEMENT
                                  Exhibit Index

Reg. S-K
Item 601
Exhibit No.
--------------------------------------------------------------------------------

4(a)          Restated Articles of Incorporation filed as Exhibit 3.1 to
              the  Registration  Statement on Form 10 filed on April 30,
              2001 are incorporated herein by reference.

4(b)          Bylaws filed as Exhibit 3 to the  quarterly  report on Form 10-Q
              filed on August 14, 2001 are incorporated herein by reference.

5             Opinion  re:  Legality  of  Nyemaster,  Goode,  Voigts,  West,
              Hansell & O'Brien, Counsel to Registrant

23(a)         Consent of KPMG LLP

23(b)         Consent of McGladrey & Pullen, LLP

23(c)         Consent of Nyemaster,  Goode, Voigts, West, Hansell & O'Brien,
              Counsel to Registrant (included as part of Exhibit 5)

99(a)         Ames National Corporation Stock Purchase Plan

                                       7