UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~Form~~FORM 8-K

Current Report

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

Date of Report (Date of earliest event reported)~~: 05/02/2006~~ December 23, 2008 (December 22, 2008)

~~MIDWESTONE~~MidWestOne ~~FINANCIAL~~Financial ~~GROUP~~Group, ~~INC~~Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-24630

IA		42-1003699
Iowa		42-1206172
(State or other jurisdiction of		(IRS Employer
(State or other jurisdictionof incorporation)		(I.R.S. EmployerIdentification Number)
incorporation)		Identification No.)

~~222~~102 ~~First~~South ~~Avenue~~Clinton ~~East,~~Street ~~Oskaloosa, IA 52577~~

Iowa City, Iowa 52240

(Address of principal executive offices, including zip code)

~~641~~(319) 356-~~673-8448~~5800

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

~~[ ]~~ ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Information~~¨ Soliciting material pursuant to beRule ~~included~~14a-12 inunder the ~~report~~ Exchange Act (17 CFR 240.14a-12)

~~Item~~¨ ~~7.01. Regulation~~Pre-commencement FDcommunications ~~Disclosure~~ pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

On¨ ~~May~~Pre-commencement 2,communications ~~2006,~~pursuant ~~the Company issued a press release announcing that the board of directors had declared a cash dividend of $.18 per share payable June 15, 2006,~~ to ~~shareholders~~Rule of13e-4(c) ~~record~~under ~~as of June 1, 2006. Additionally,~~ the ~~Company~~Exchange ~~reported~~Act ~~that~~(17 ~~the~~CFR ~~board had authorized management to repurchase up to $2,000,000 of the Company's outstanding common stock through December 31, 2006~~240. ~~The Company also reported the results of the of the annual shareholders' meeting held April 28, 2006.~~ 13e-4(c))

Item 95.0102. ~~Financial~~ ~~Statements~~Departure ~~and~~of ~~Exhibits~~ Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On December 22, 2008, David A. Meinert announced his intent to retire as Executive Vice President, Chief Financial Officer and Treasurer, and as a member of the board of directors, of MidWestOne Financial Group, Inc. (cthe “Company”), ~~See~~effective ~~attached~~as ~~News~~of ~~Release~~the ~~dated~~close ~~May~~of 2business on December 31, ~~2006~~2008. Also on such date, the Company and Mr. Meinert entered into a Separation and Release Agreement, a copy of which is attached hereto as Exhibit 10.1. Such agreement sets forth the terms of Mr. Meinert’s departure from the Company.

~~Signature(~~Mr. Meinert joined the Company on March 14, 2008, upon consummation of the Company’s merger with the former MidWestOne Financial Group, Inc. (“former MidWestOne”). Prior to the merger, he had been employed by the former MidWestOne and its subsidiaries in various capacities since 1978, including most recently as its Executive Vice President, Chief Financial Officer and Treasurer.

Under the Separation and Release Agreement, which will be effective as of December 31, 2008 (the effective date of Mr. Meinert’s ~~Pursuant~~resignation), Mr. Meinert will receive, among other things, a lump sum payment in the amount of $833,927 and an aggregate amount of $102,500 to be paid in twelve equal monthly installments beginning on January 31, 2009. In addition, notwithstanding the ~~requirements~~terms of the ~~Securities~~applicable ~~Exchange~~plan ~~Act~~documents and/or applicable grant agreements, Mr. Meinert’s outstanding vested stock options shall be exercisable until the earlier of ~~1934~~their original expiration date or June 30, 2010. Except for the ~~registrant~~foregoing, ~~has~~all ~~duly~~other ~~caused~~terms ~~this~~of ~~report~~the toapplicable beplan ~~signed~~document onand/or ~~its~~applicable ~~behalf~~grant agreements will apply. Further, any outstanding unvested stock options and equity incentive awards held by ~~the~~Mr. Meinert ~~undersigned~~will ~~hereunto~~be forfeited as of the ~~duly~~termination ~~authorized~~date. Mr. Meinert will be allowed to purchase the automobile that the Company currently provides for his use at the wholesale value of such automobile as of December 31, 2008. The Company also will reimburse Mr. Meinert for up to $5,000 in legal fees in connection with the negotiation of the Separation and Release Agreement.

		MIDWESTONE FINANCIAL GROUP INC
Date: May 02, 2006	By:	/s/ David A. Meinert
		David A. Meinert
		Executive Vice President & CFO

Mr. Meinert will continue to be eligible to receive his vested benefits under the Company’s tax-qualified and non-qualified retirement plans, welfare benefit plans and other incentive plans, subject to and in accordance with the terms of each such plan.

As a condition to receiving the benefits provided by the Separation and Release Agreement, Mr. Meinert entered into a standard release agreement ~~Exhibit~~with ~~Index~~the Company. Consistent with his employment agreement, through December 31, 2010, Mr. Meinert will be subject to restrictive covenants with respect to confidentiality and his ability to compete with, or solicit employees of, the Company.

Exhibit No.		Description
EX-99.1		News Release dated May 2, 2006

Gary J. Ortale, the Company’s Senior Vice President and Chief Risk Officer, has been appointed to serve as interim Chief Financial Officer. Prior to the Company’s merger with the former MidWestOne, Mr. Ortale served as the Chief Financial Officer and Treasurer of the Company’s principal subsidiary bank. He has been with the Company and its subsidiaries for 21 years.

A committee of the Company’s board of directors has been formed to conduct the search for a new Chief Financial Officer.

Item 7.01.

Regulation FD Disclosure.

Attached and incorporated by reference as Exhibit 99.1 is a copy of the Company’s press release dated December 23, 2008, announcing Mr. Meinert’s retirement and the appointment of Mr. Ortale to serve as interim Chief Financial Officer.

The information furnished in this report under this Item 7.01, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference to such filing.

Item 9.01.

Financial Statements and Exhibits.

(d)	Exhibits. The following exhibits are filed herewith:


10.1		Separation and Release Agreement between MidWestOne Financial Group, Inc. and David A. Meinert, dated December 22, 2008.

99.1		MidWestOne Financial Group, Inc. Press Release dated December 23, 2008.

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.


	*MidWestOne* Financial Group, Inc.**

Dated: December 23, 2008	By:	/s/ Charles N. Funk
		Charles N. Funk
		President and Chief Executive Officer

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