


                         NYEMASTER, GOODE, VOIGTS, WEST,
                                HANSELL & O'BRIEN
                           A PROFESSIONAL CORPORATION
                         ATTORNEYS AND COUNSELORS AT LAW


   700 WALNUT, SUITE 1600                         1416 BUCKEYE AVENUE, SUITE 200
 DES MOINES, IOWA 50309-3899                             AMES, IOWA 50010-8070
      (515)283-3100                                       (515)233-3000

                           WRITER'S DIRECT DIAL NUMBER
                                  (515)283-3126
                            FACSIMILE: (515)283-3108

                        E-MAIL: GTSULLIVAN@NYEMASTER.COM
                              REPLY TO: DES MOINES

                                  EXHIBIT 5 AND
                                  EXHIBIT 23(c)

                                  June 3, 2002


Board of Directors
Ames National Corporation
405 Fifth Street
Ames, Iowa  50010

RE: Stock Purchase Plan

Ladies and Gentlemen:

We have acted as counsel for Ames National Corporation, an Iowa corporation (the
"Company"),  in  connection  with the  proposed  sale of an  aggregate of 98,000
shares of the Company's  common stock, par value $5.00 per share (the "Shares"),
pursuant to the  Company's  Stock  Purchase  Plan (the "Plan") and in connection
with the Registration Statement on Form S-8 (the "Registration Statement") being
filed by the Company  with the  Securities  and  Exchange  Commission  under the
Securities  Act  of  1933,  as  amended  (the  "Securities  Act"),  relating  to
registration of the Shares to be offered and sold under the Plan.

In rendering  our opinion,  we have  examined and relied upon a copy of the Plan
and the Registration  Statement.  We have also examined such records,  documents
and questions of law as we have considered relevant and necessary as a basis for
this opinion.

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Based  on the  foregoing,  and  subject  to  the  following  qualifications  and
limitations,  it is our opinion  that the Shares will be legally  issued,  fully
paid and non-assessable  when: (i) the Registration  Statement shall have become
effective  under the Securities Act; (ii) the Shares shall have been duly issued
and sold in  accordance  with the  terms of the  Plan;  and  (iii)  certificates
representing  the  Shares  shall  have been  duly  executed,  countersigned  and
registered and duly  delivered to the purchasers of such Shares against  payment
of the agreed consideration therefor.

We are admitted to the Bar of the State of Iowa and express no opinion herein as
to the laws of any other  jurisdiction,  including the laws of the United States
of America.  Except as expressly set forth herein, we express no opinion, and no
opinion is implied  or may be  inferred,  in  connection  with the  Registration
Statement or the issuance of the Shares.  Without limiting the generality of the
foregoing,  we express no opinion  with  respect to the  securities  laws of the
various states.

The  undersigned  law firm hereby  consents to the filing of this  opinion as an
exhibit  to  the  Registration  Statement  and to the  use  of its  name  in the
Registration Statement.

Very truly yours,

NYEMASTER, GOODE, VOIGTS, WEST, HANSELL & O'BRIEN


By:  /s/ Mark C. Dickinson
     --------------------------------------------
     Mark C. Dickinson

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