FIRST ENTERPRISE FINANCIAL GROUP INC
15-12G, 1998-06-03
MISCELLANEOUS BUSINESS CREDIT INSTITUTION
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                           UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION

                      Washington, D.C. 20549

                              FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g)
   OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE
                REPORTS UNDER SECTIONS 13 AND 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934

                           			   Commission File Number 0-21075

              FIRST ENTERPRISE FINANCIAL GROUP, INC.
      (Exact name of registrant as specified in its charter)

            930 PONTIAC ROAD, WILMETTE, ILLINOIS  60091
(Address,  including zip code and telephone number, including area code, or
registrant's principal executive offices)

              COMMON STOCK, PAR VALUE $.01 PER SHARE
     (Title of each class of securities covered by this Form)

                              NONE
(Titles of all other classes of securities for which a duty to file reports
under section 13(a) or 15(d) remains)

     Please  place  an  X  in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:

     Rule 12g-4(a)(1)(i) [X]            Rule 12h-3(b)(1)(i) [ ]
     Rule 12g-4(a)(1)(ii) [ ]           Rule 12h-3(b)(1)(ii) [ ]
     Rule 12g-4(a)(2)(i) [ ]            Rule 12h-3(b)(2)(i) [ ]
     Rule 12g-4(a)(2)(ii) [ ]           Rule 12h-3(b)(2)(ii) [ ]
                                        Rule 15d-6     [ ]

     Approximate number of holders  of  record  as  of the certification or
notice date:  45

     Pursuant to the requirements of the Securities Exchange  Act  of 1934,
First Enterprise Financial Group, Inc. has caused this certification/notice
to be signed on its behalf by the undersigned duly authorized person.

DATE:  May 29, 1998            BY: FIRST ENTERPRISE FINANCIAL GROUP, INC.


                         		By: /S/ MICHAEL P. HARRINGTON
                              	    Michael P. Harrington, President






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