GBC BANCORP
10-Q, 1996-08-06
STATE COMMERCIAL BANKS
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                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, DC 20549


                  Quarterly Report Under Section 13 or 15(d)
                    of The Securities Exchange Act of 1934


For Quarter Ended June 30, 1996 Commission file number  0-16213
                  -------------                         -------
          
                   GBC BANCORP                                                 
- ------------------------------------------------------
(Exact name of registrant as specified in its charter)

          California                            95-3586596
- -------------------------------       ----------------------------------
(State or other jurisdiction of       (I.R.S.Employer Identification No.) 
incorporation or organization)

800 West 6th Street, Los Angeles,                California   90017
- --------------------------------------------------------------------------
(Address of principal executive offices)         (Zip code)

Registrant's telephone number, including area code   213/972-4172
                                                     ------------

Former name address and former fiscal year, if changed since last report.

     Indicate by check mark whether the registrant (1) has
filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90
days.
Yes      X      No
   ------------    -----------

     Indicate the number of shares outstanding of each of
the issuer's classes of common stock, as of the close of the
period covered by this report.

     Common stock, no par value, 6,723,566 shares issued and
                                 ----------------
outstanding as of  June 30, 1996.
                   -------------


TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION.........................
                                                        
  Item 1. Financial Statements.........................
  Item 2. Management's Discussion and Analysis of         
          Financial Condition and Results of Operations
        
PART II - OTHER INFORMATION............................
                                                        
  Item 1. Legal Proceedings............................
  Item 2. Changes In Securities........................
  Item 3. Default Upon Senior Securities...............
  Item 4. Submission Of Matters To A Vote Of Securities
          Holders......................................
  Item 5. Other Information............................
  Item 6. Exhibits And Reports On Form 8-K.............
                                                        
PART III - SIGNATURES..................................



                        PART I - FINANCIAL INFORMATION


                          GBC Bancorp and Subsidiaries
                 Consolidated Statements of Financial Condition
                                                                             
                                                     
<TABLE>
<CAPTION>
                                                       June 30,    December 31,
(IN THOUSANDS)                                           1996          1995
- --------------------------------------------------------------------------------
ASSETS                                                (Unaudited)               
<S>                                                <C>           <C>
Cash and Due From Banks                                 $34,651       $38,837
Federal Funds Sold and Securities Purchased Under       
 Agreements to Resell                                   138,000       125,000
Securities Available for Sale at Fair Value             572,055       507,141
Securities Held to Maturity (Fair Value of                                   
 $24,342 and $34,370 at June 30, 1996 and December 
 31, 1995, Respectively)                                 23,989        33,553
Loans and Leases                                        517,079       471,944
Less:  Allowance for Credit Losses                      (16,676)      (16,674)
       Deferred Loan Fees                                (3,274)       (3,379)
                                                 -------------------------------           
Loans and Leases, Net                                   497,129       451,891
Bank Premises and Equipment, Net                          6,166         6,101
Other Real Estate Owned, Net                             15,525         7,686
Due From Customers on Acceptances                         5,600         4,703
Real Estate Held for Investment                          10,350        12,142
Accrued Interest Receivable and Other Assets             18,892        17,452
                                                 -------------------------------           
  Total Assets                                       $1,322,357    $1,204,506
                                                 ===============================                

LIABILITIES AND STOCKHOLDERS' EQUITY                                         
                                                                             
Deposits:                                                                    
 Demand                                                $139,320      $137,048
 Interest Bearing Demand                                207,387       200,614
 Savings                                                133,816       129,202
 Time Certificates of Deposit of $100,000 or More       505,663       408,289
 Other Time Deposits                                    174,806       171,047
                                                 -------------------------------
Total Deposits                                        1,160,992     1,046,200
                                                                             
Federal Funds Purchased and Securities Sold Under                            
 Repurchase Agreements                                  $24,000       $24,000
Subordinated Debt                                        15,000        15,000
Acceptances Outstanding                                   5,600         4,703
Accrued Expenses and Other Liabilities                   12,225        15,126
                                                 -------------------------------               
  Total Liabilities                                   1,217,817     1,105,029
                                                                             
Stockholders' Equity:                                                        
 Common Stock, No Par or Stated Value;                                       
   20,000,000 Shares Authorized; 6,723,566 and                               
   6,679,661 Shares Outstanding at June 30, 1996                             
   and December 31, 1995, Respectively                   46,442        45,658
 Securities Valuation Allowance, Net of Tax              (1,896)        1,723
 Retained Earnings                                       60,001        52,103
 Foreign Currency Translation Adjustments                    (7)           (7)
                                                 -------------------------------                
  Total Stockholders' Equity                            104,540        99,477
                                                 -------------------------------             
  Total Liabilities and Stockholders' Equity         $1,322,357    $1,204,506
                                                 ===============================               
</TABLE>
See Accompanying Notes to Consolidated Financial Statements




                        GBC Bancorp and Subsidiaries
                      Consolidated Statements of Income
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                                   
                                    Three Months Ended     Six Months Ended
                                           June 30,             June 30,
(IN THOUSANDS, EXCEPT PER SHARE DATA)   1996      1995       1996      1995
- -------------------------------------------------------------------------------
<S>                               <C>       <C>        <C>        <C>

INTEREST INCOME                                                             
  Loans and Leases, Including Fees   $12,989   $12,691    $25,268    $25,050
  Securities Available for Sale        9,208     5,449     17,325     10,656
  Securities Held to Maturity            577     1,623      1,225      3,067
  Federal Funds Sold and Securities
   Purchased under Agreements to       
   Resell                              1,721     1,253      3,961      2,777 
  Other                                    -         -          -          5
                                     ------------------------------------------                                
    Total Interest Income             24,495    21,016     47,779     41,555
                                                                            
INTEREST EXPENSE                                                            
  Interest Bearing Demand              1,111     1,054      2,255      2,142
  Savings                                950     1,195      1,881      2,540
  Time Deposits of $100,000 or More    6,259     4,132     11,937      7,969
  Other Time Deposits                  2,140     1,923      4,318      3,696
  Federal Funds Purchased and                                               
   Securities Sold under Repurchase  
   Agreements                            333         -        669          -
  Borrowings from the Federal Home    
   Loan Bank                               -       356          -        704 
  Subordinated Debt                      399       399        798        798
                                     ------------------------------------------                                
    
    Total Interest Expense            11,192     9,059     21,858     17,849
                                                                            
    Net Interest Income               13,303    11,957     25,921     23,706
  Provision for Credit Losses          1,000     5,000      2,500     10,100
                                     ------------------------------------------                                
    Net Interest Income after                                               
     Provision for Credit Losses      12,303     6,957     23,421     13,606
                                                                            
NON-INTEREST INCOME                                                         
  Service Charges and Commissions      1,257     1,392      2,805      2,773
  Gain/(Loss) on Sale of Loans, Net       16        31        101        (18)
  Gain on Sale of Fixed Assets             8         9          8          9
  Gain on Sale of Real Estate      
   Investment                              -         -        101          -
  Other                                  122       172        219        347
                                     ------------------------------------------                                
    Total Non-Interest Income          1,403     1,604      3,234      3,111
                                                                            
NON-INTEREST EXPENSE                                                        
  Salaries and Employee Benefits       3,440     2,612      6,826      5,159
  Occupancy Expense                      687       678      1,362      1,364
  Furniture and Equipment Expense        395       389        791        791
  Net Other Real Estate Owned Expense    419       506        906      1,537
  Other                                1,802     2,072      3,446      4,022
                                     ------------------------------------------
    Total Non-Interest Expense         6,743     6,257     13,331     12,873
                                                                            
Income before Income Taxes             6,963     2,304     13,324      3,844
Provision for Income Taxes             2,301       850      4,353        771
                                     ------------------------------------------
    Net Income                        $4,662    $1,454     $8,971     $3,073
                                     ==========================================
    Earnings Per Share                 $0.66     $0.22      $1.27      $0.46
                                     ==========================================
                                                                            
</TABLE>
See Accompanying Notes to Consolidated Financial Statements
                                                                            




                         GBC Bancorp and Subsidiaries
                     Consolidated Statements of Cash Flows
                                  (Unaudited)
                                                                   
<TABLE>
<CAPTION>
                                              For the Six Months Ended
                                                      June 30,
(IN THOUSANDS)                                   1996           1995
- -----------------------------------------------------------------------
<S>                                        <C>            <C>
OPERATING ACTIVITIES:                                                
                                                                   
Net Income                                      $8,971         $3,073
                                                                   
Adjustments to Reconcile Net Income to                               
 Net Cash Provided by Operating Activities:                                    
                                                                   
Depreciation                                       556            530
Net Accretion of Premiums/Discounts                                  
 on Securitie s                                 (1,186)        (2,290)
Writedowns on Real Estate Held for                 761            387
Investment
Provision for Credit Losses                      2,500         10,100
Provision for Losses on Other Real 
 Estate Owned                                      554            868
Amortization of Deferred Loan Fees              (1,136)        (1,329)
(Gain)/Loss on Sale of Loans                      (101)            45
Gain on Sale of Real Estate Investment            (101)             -
Gain/(Loss) on Sale of Other Real        
 Estate Owned                                        2            (10) 
Gain on Sale of Fixed Assets                        (8)            (9)
Loans Originated for Sale                      (18,125)       (25,476)
Proceeds from Sale of Loans Originated   
 for Sale                                       23,755         14,777     
Net (Increase)/Decrease in Interest                       
 Receivable and Other Assets                       (48)            60
Net Decrease in Accrued Expenses and                                 
 Other Liabilities                              (1,646)          (959)
Other, Net                                          (2)           (17)
                                            ------------------------------            
  Net Cash Provided/(Used) by    
   Operating Activities                         14,746           (250)
                                                                   
INVESTING ACTIVITIES:                                                
                                                                   
Purchases of Securities Available for Sale    (454,068)      (275,872)
Proceeds from Maturities of Securities                               
 Available for Sale                            384,059        282,059
Proceeds from Maturities of Securities      
 Held to Maturity                                9,580         15,688     
Purchases of Securities Held to Maturity             -        (34,158)
Net (Increase)/Decrease in Loans and Lease     (62,049)        10,721
Proceeds from Sale of Other Real Estate 
 Owned                                           1,522          2,805
Proceeds from Sale of Bank Premises      
 and Equipment                                      19             18  
Purchases of Bank Premises and Equipment          (631)          (282)
Proceeds from Sale of Real Estate Investment     1,134          2,635
Purchases/Additions to Real Estate  
 Held for Investment                                 -           (356)
                                            ------------------------------            
  Net Cash (Used)/Provided by    
   Investing Activities                       (120,434)         3,258       

</TABLE>
See Accompanying Notes to Consolidated Financial Statements



                        GBC BANCORP AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (Unaudited)
                                                                       
<TABLE>
<CAPTION>
                                                For the Six Months Ended
                                                          June 30,
(IN THOUSANDS)                                       1996        1995
- --------------------------------------------------------------------------
<S>                                            <C>        <C>
FINANCING ACTIVITIES:                                                  
                                                                      
Net Increase/(Decrease) in Demand Deposits          $2,272     ($13,680)
Net Increase/(Decrease) in Interest-Bearing        
 Demand Accounts                                     6,773      (21,180)
Net Increase/(Decrease) in Savings Deposits          4,614      (22,307)
Net Increase in Certificates of Deposits           101,133       23,426
Cash Dividend Paid                                  (1,074)      (1,066)
Proceeds from Exercise of Stock Options                784           18
                                                --------------------------           
  Net Cash Provided/(Used) by Financing      
   Activities                                      114,502      (34,789)     
                                                --------------------------            
  
  Net Change in Cash and Cash Equivalents            8,814      (31,781)
                                                                       
Cash and Cash Equivalents at Beginning of    
 Period                                            163,837      112,359      
                                                 -------------------------                   

Cash and Cash Equivalents at End of Period        $172,651      $80,578
                                                 =========================           
Supplemental Disclosures of Cash Flow                                  
 Information:
                                                                       
Cash Paid during This Period for:                                      
  Interest Paid (Net of Capitalized Interest)      $21,797      $17,954
  Income Taxes                                       4,180          450
                                                 =========================           
Noncash Investing Activities:                                          
  Loans Transferred to Other Real Estate Owned     $10,180       $7,383
  Loans to Facilitate the sale of Other Real     
   Estate Owned                                        262          290     
                                                 =========================            
</TABLE>
See Accompanying Notes to Consolidated Financial Statements




                     GBC Bancorp and Subsidiaries


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

     In the opinion of management, the consolidated
financial statements of GBC Bancorp and its subsidiaries
(the "Company") as of June 30, 1996 and December 31, 1995,
and the six and three months ended June 30, 1996 and 1995,
reflect all adjustments (which consist only of normal
recurring adjustments) necessary for a fair presentation.
In the opinion of management, the aforementioned
consolidated financial statements are in conformity with
general accepted accounting principles.

Earnings Per Share

     Earnings per share are computed based on the weighted
average shares outstanding including common stock
equivalents for the periods disclosed.


Consolidated Statements of Cash Flows

     Cash and cash equivalents consist of cash and due from
banks, and federal funds sold and securities purchased under
agreements to resell.


Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS


OVERVIEW

     For the six months ended June 30, 1996, net income
totaled $8,971,000, an increase of $5,898,000, or 192% from
the $3,073,000 earned during the corresponding period of
1995.  Earnings per share for the six months ended June 30,
1996 were $1.27 per share compared to $0.46 per share for
the same period of 1995.

     The increase in net income was primarily due to a lower
provision for credit losses combined with an increase in net
interest income.

     The decline of the provision for credit losses in 1996
was caused by the reduction of non-accrual loans, and a
decrease in charge-offs.  Non-accrual loans decreased to
$19.0 million at June 30, 1996, as compared to $43.7 million
at December 31, 1995.  Additionally, net charge-offs of $2.5
million were recorded during the six months ended June 30,
1996 as compared to $12.9 million during the corresponding
period of 1995.  The allowance for credit losses was $16.7
million as of June 30, 1996 and the same as of December 31,
1995, representing 3.36% and 3.69% of net loans,
respectively.

     Net income for the second quarter of 1996 was
$4,662,000, or $0.66 per share compared to $1,454,000, or
$0.22 per share for the corresponding period of 1995.  The
quarter represented the second consecutive record quarterly
earnings in the Company's history.  As was the case for the
six months ended June 30, 1996 the increase in the net
income for the second quarter was primarily the result of a
reduced provision for credit losses and an increase in net
interest income.

     For the six months ended June 30, 1996 and 1995, the
return on average assets ("ROA") was 1.39% and 0.58%,
respectively.  For the six months ended June 30, 1996 and
1995, the return on average stockholders' equity ("ROE") was
17.61% and 6.78%, respectively.  The improvement of these
ratios is as explained above.

     For the quarter ended June 30, 1996 and 1995, ROA was
1.41% and 0.55%, respectively, and ROE was 18.2% and 6.3%,
respectively.  The improvement of these ratios is as
explained above.


RESULTS OF OPERATIONS


Net Interest Income

     For the six months ended June 30, 1996, net interest
income before the provision for credit losses was
$25,921,000, an increase of $2,215,000, or 9.3%, compared to
the corresponding period of 1995.  The increase is explained
in the following paragraphs.

     Total interest income for the six months ended June 30,
1996 was $47,779,000 compared to $41,555,000 for the
corresponding period of a year ago.  The $6,224,000, or
15.0%, increase is primarily the result of a $227.2 million,
or 22.7%, increase of average earning assets.  The effect of
the increase in average earning assets was partially offset
by a reduced yield.  For the six months ended June 30, 1996,
the yield on average earning assets was 7.81% compared to
8.36% for the six months of the corresponding period of last
year.

     The reduced yield was primarily due to two factors.
The average national prime rate of interest for the six
months ended June 30, 1996 was 8.29% compared to 8.91% for
the six months ended June 30, 1995.  In addition, there was
a shift in the composition of earning assets.  For the six
months ended June 30, 1996, average loans and leases, the
highest yielding assets, net of average non-accrual loans,
comprised 38% of total average earning assets, net of non-
accrual loans.  For the six months ended June 30, 1995,
average loans and leases, net of average non-accrual loans,
comprised 47% of total average earning assets, net of non-
accrual loans.  The impact of the change in asset
composition was partially offset by a decline of average non-
accrual loans.  For the six months ended June 30, 1996,
average non-accrual loans were $38.4 million, down $12.3
million, or 24.3%, from $50.7 million for the six months
ended June 30, 1995.  The shift in the asset composition is
the result of the growth in average deposits which was
invested primarily in federal funds sold, securities
purchased under agreements to resell and securities
available for sale.

     Total interest expense for the six months ended June
30, 1996 was $21,858,000 compared to $17,849,000 for the
corresponding period of a year ago.  The increase of
$4,009,000, or 22.5%, was due to an increase of average
deposits.  For the six months ended June 30, 1996 and 1995
average interest bearing deposits were $1,009.1 million and
$794.3 million, respectively, an increase of $214.8 million, or
27.0%.  The effect of the interest bearing deposit increase
was partially offset by a reduction on the rates paid on
interest bearing deposits.  For the six months ended June
30, 1996 and 1995, the rates paid were 4.06% and 4.15%,
respectively.  While interest rates were generally lower
during the six months ended June 30, 1996, compared to the
corresponding period of a year ago, this was partially
offset by the deposit growth occurring in the higher-costing
time certificates of deposit.  For the six months ending
June 30, 1996, average interest bearing deposits grew $214.8
million compared to the corresponding period of a year ago.
$165.3 million of this increase was in the category of time
certificates of deposit of $100,000 or more, the most costly
deposit product.

     The net interest spread is defined as the yield on
earning assets less the rates paid on interest bearing
liabilities.  For the six months ending June 30, 1996 and
1995, the net interest spread was 3.62% and 4.07%,
respectively.  The decline of the spread is due to the
reasons explained above.

     The net interest margin is defined as the difference
between interest income and interest expense divided by
average earning assets and annualized.  For the six months
ended June 30, 1996 and 1995, the net interest margin was
4.24% and 4.74%, respectively.  The decrease in the margin
is the result of the growth of earning assets and the
reduced net interest spread.

     For the quarter ended June 30, 1996 and 1995, net
interest income before the provision for credit losses was
$13,303,000 and $11,957,000, respectively, representing an
increase of $1,346,000, or 11.3%.

     Total interest income for the quarter ended June 30,
1996 was $24,495,000, representing a $3,479,000, or 16.6%,
increase over the corresponding quarter of a year ago.  The
increase was due to a growth of $265 million, or 26.5%, of
average earning assets, partially offset by a reduced yield
on earning assets.  For the quarter ended June 30, 1996 and
1995, the yield on earning assets was 7.79% and 8.43%,
respectively.  The decline was for the reasons described
above.

     Total interest expense for the quarter ended June 30,
1996 was $11,192,000, representing a $2,133,000, or 23.5%,
increase over the corresponding quarter of a year ago.  
The increase was due to a growth of $249 million of interest 
bearing liabilities, partially offset by a reduced rate paid on
interest bearing liabilities.  For the quarter ended June
30, 1996 and 1995, the rate paid on interest-bearing
liabilities was 4.15% and 4.35%, respectively.  The decline
was for the reasons described above.


Provision for Credit Losses

     For the six months ended June 30, 1996, the provision
for credit losses was $2,500,000, compared to $10,100,000
for the same period of 1995, a decrease of $7,600,000, or
75.2%.

     The decline of the provision for credit losses was
primarily due to the reduction of non-accrual loans and a
decrease in charge-offs.  As of June 30, 1996, non-accrual
loans totaled $19.0 million compared with $43.7 million and
$41.9 million as of December 31, 1995 and June 30, 1995,
respectively.  The June 30, 1996 outstanding non-accrual
loans are at their lowest level since September 30, 1993 at
which time non-accrual loans were $18.2 million.  The
combination of loans returned to accrual status and
repayments both significantly impacted the reduction of non-
accrual loans, as well as transfers to OREO.

     The amount of the provision for credit losses is
determined by management and is based upon the quality of
the loan portfolio, management's assessment of the economic
environment, evaluations made by regulatory authorities,
historical loan loss experience, collateral values,
assessment of borrowers' ability to repay, and estimates of
potential future losses.  Please refer to the discussion
"Allowance for Credit Losses", following.


Non-Interest Income

     For the six months ended June 30, 1996, non-interest
income totaled $3,234,000 representing a $123,000 or 4.0%
increase compared to $3,111,000 for the six months ended
June 30, 1995.  The net increase was primarily due to
increases in the gain on sale of loans and the recording of
a gain on the sale of real estate investment, partially
offset by a reduction of other income.  The reduction of
$128,000 of other income is primarily due to reduced escrow
fees from the Bank's escrow subsidiary.  In addition, service
charges and commissions for the six months ended June 30,
1996 included a $400,000 fee recorded in the first quarter
in exchange for which the Bank released a guarantor of a
real estate loan.

     Non-interest income for the quarter ended June 30,
1996, totaled $1,403,000, representing a $201,000, or 12.5%,
decline compared to $1,604,000 for the quarter ended June
30, 1995.  The reduction was primarily due to $135,000
decrease in service charges and commissions and $50,000
decrease in other income, primarily due to reduced escrow
fees.


Non-Interest Expense

     For the six months ended June 30, 1996, non-interest
expense was $13,331,000, representing a $458,000, or 3.6%,
increase over $12,873,000 reported for the corresponding
period of a year ago.  The increase was due to a $1,667,000,
or 3.2%, growth of salaries and employee benefits, caused
primarily by higher incentive compensation which is a
function of the higher level of pre-tax income.  This was
partially offset by reductions of $631,000 (41.1%) and
$576,000 (14.3%) in net other real estate owned expense and
other expense, respectively.  The decline of other expense
was primarily attributable to reduced FDIC deposit insurance
expense as a result of the upgrading of the Bank's rating
for deposit insurance purposes.

     For the three months ended June 30, 1996, non-interest
expense was $6,743,000, representing a $486,000, or 7.8%,
increase over $6,257,000 reported for the corresponding
period of a year ago.  The reasons for the increase are as
explained above for the six month variance.


Provision for Income Taxes

     For the six months ended June 30, 1996, the provision
for income taxes was $4,353,000, representing 32.7% of pre-
tax income.  The provision for the six months ended June 30,
1995, was $771,000, representing 20.1% of pre-tax income.
The difference in the effective tax is due to the federal
income tax credits related to the low- income housing
investments.  As the tax credit has remained relatively
fixed during the six month periods ended June 30, 1996 and
1995, and income before income taxes has increased to
$13,324,000 from $3,844,000, the effective tax rate
increased.

     For the quarter ended June 30, 1996 and 1995, the
provision for income taxes was $2,301,000 and $850,000,
respectively, representing effective tax rates of 33.0% and
36.9%.  The higher rate for the quarter ended June 30, 1995,
reflected a year-to-date change in the assumption of pre-tax
income for the year 1995.


FINANCIAL CONDITION

     Total assets as of June 30, 1996, were $1,322.4 million,
an increase of $117.9 million from total assets of $1,204.5
million as of December 31, 1995.  The increase was due to
the growth of deposits that was invested primarily in
federal funds sold and securities purchased under agreements
to resell and securities available for sale.  As of June 30,
1996 and December 31, 1995, total deposits were $1,161.0
million and $1,046.2 million, respectively.


Loans

     As of June 30, 1996, total loans and leases totaled
$517.1 million, representing a $45.2 million, or 9.58%,
increase from total loans and leases of $471.9 million as of
December 31, 1995.  The net increase was primarily due to
$30 million growth of term fed funds sold, with increases
also occurring in real estate construction and commercial
loans.

     The following table sets forth the amount of loans and
leases outstanding by category and the percentage of each
category to the total loans and leases outstanding:
<TABLE>
<CAPTION>

                              June 30, 1996          December 31, 1995
(IN THOUSANDS)              Amount  Percentage      Amount  Percentage
- -----------------------------------------------------------------------          
<S>                     <C>           <C>       <C>           <C>
Commercial                $160,008      30.94%    $151,709      32.15%
Real Estate -     
 Construction               68,913      13.33%      53,423      11.32% 
Real Estate -     
 Conventional              235,653      45.57%     239,016      50.64%
Installment                    167       0.03%         231       0.05%
Other Loans                 17,091       3.31%      22,310       4.73%
Leveraged Leases               247       0.05%         255       0.05%
Term Fed Funds Sold         35,000       6.77%       5,000       1.06%
=======================================================================           
Total                     $517,079     100.00%    $471,944     100.00%
</TABLE>


Non-performing Assets

     A certain degree of risk is inherent in the extension
of credit.  Management believes that it has credit policies
in place to minimize the level of loan losses and non-
performing loans.  The Company performs a quarterly
assessment of the credit portfolio to determine the
appropriate level of the allowance.  Included in the
assessment is the identification of loan impairment.  A loan
is identified as impaired when it is probable that interest
and principal will not be collected according to the
contractual terms of the loan agreement.  Loan impairment is
measured by estimating the expected future cash flows and
discounting them at the respective effective interest rate
or by valuing the underlying collateral.

     The Company has a policy of classifying loans
(including an impaired loan) which are 90 days past due as
to principal and/or interest as non-accrual loans unless
management determines that the fair value of underlying
collateral is substantially in excess of the loan amount or
circumstances justify treating the loan as fully
collectible.  After a loan is placed on non-accrual status,
any interest previously accrued, but not yet collected, is
reversed against current income.  A loan is returned to
accrual status only when the borrower has demonstrated the
ability to make future payments of principal and interest as
scheduled, and the borrower has demonstrated a sustained
period of repayment performance in accordance with the
contractual terms.  Interest received on non-accrual loans
generally is either applied as principal reduction or
reported as recoveries on amounts previously charged-off,
according to management's judgment as to the collectability
of principal.

     The following table provides information with respect
to the Company's past due loans, non-accrual loans,
restructured loans and other real estate owned, net, as of
the dates indicated:

<TABLE>
<CAPTION>

(IN THOUSANDS)                   June 30, 1996    December 31, 1995
- -------------------------------------------------------------------       
<S>                                 <C>                 <C>
Loans 90 Days or More Past                                         
 Due and Still Accruing                 $9,485                   $9
Non-accrual Loans                       18,972               43,712
Total Past Due Loans                    28,457               43,721
Restructured Loans                      22,631               10,151
Total Non-performing Loans              51,088               53,872
Other Real Estate Owned, Net            15,525                7,686
===================================================================
Total Non-performing Assets            $66,613              $61,558
</TABLE>


     Total non-performing assets increased from $61.6
million as of December 31, 1995 to $66.6 million, as of June
30, 1996.  This was due to the increase of loans 90 days or
more past due and still accruing, which increased $9.5
million.

     The category of loans 90 days or more past due and
still accruing totaling $9.5 million was comprised of five
credits.  With the exception of one credit, all of the
credits are past due for principal only, due to the maturity
of the underlying loan agreements, with interest current as
of June 30, 1996.  The principal amount of the loans was not
paid because the Bank and its borrowers were negotiating the
terms of renewing the credit.  On two of the credits, the
credit renewal was approved by the Bank as of mid-July.  All
five credits were evaluated for conformity with the Bank's
policy for non-accrual loans and were found to meet the
requirements for accrual status.

     Non-accrual loans declined significantly from $43.7
million as of December 31, 1995 to $19.0 million as of June
30, 1996, a reduction of $24.7 million, or 56.5%.  As of
June 30, 1996, non-accrual loans are at their lowest level
since September 30, 1993, at which time non-accrual loans
outstanding were $18.2 million.

     The following table analyzes the decline in non-accrual
loans during the six months ended June 30, 1996:

<TABLE>
<CAPTION>
NON-ACCRUAL LOANS (IN THOUSANDS)
- --------------------------------------------------------
<S>                                        <C>
Balance, December 31, 1995                      $43,712
Add: Loans placed on non-accrual                  9,735
Less: Charge-offs                                (2,694)
         Returned to accrual status             (15,141)
         Repayments                              (5,585)
         Transfer to OREO                       (11,055)
Balance, June 30, 1996                          $18,972
- --------------------------------------------------------
</TABLE>

     Conventional real estate and construction loans as a
group comprise 71.9% of the total non-accrual loans, as of
June 30, 1996.  Management believes the collateral provides
substantial protection against the loss of principal.

     The following table breaks out the Company's non-
accrual loans by category as of June 30, 1996 and December
31, 1995:

<TABLE>
<CAPTION>

(IN THOUSANDS)                 June 30, 1996    December 31, 1995
- -----------------------------------------------------------------                                                           
<S>                            <C>               <C>
Commercial                         $5,329            $3,802
Real Estate-Construction            1,064             3,630
Real Estate-Conventional           12,579            36,241
Other Loans                             -                39
=================================================================
Total                             $18,972           $43,712
</TABLE>


     Restructured loans consist of fifteen real estate
credits with a balance of $22.6 million as of June 30, 1996.
This compares to nine real estate credits with a balance of
$10.2 million as of December 31, 1995.  There was but one
newly restructured loan as of June 30, 1996 compared to
December 31, 1995.  The increase of the balance of
restructured loans was primarily due to the return to
accrual status of six restructured loans during the six
months ended June 30, 1996.  A loan is returned to accrual
status only when the borrower has demonstrated the ability
to make future payments of principal and interest as
scheduled, and the borrower has demonstrated a sustained
period of repayment performance in accordance with the
contractual terms.  Restructured loans which are non-accrual
are not included in the balance of restructured loans, but
are reported as part of the total non-accrual loans.  The
weighted average yield of the restructured loans (on accrual
status) as of June 30, 1996, was 10.20%.

     The following table breaks out the restructured loans
by accrual status as of the dates indicated:


<TABLE>
<CAPTION>

(IN THOUSANDS)               June 30, 1996    December 31, 1995
- ---------------------------------------------------------------                                                           
<S>                           <C>                <C>
RESTRUCTURED LOANS:                                        
On Accrual Status                $22,631            $10,151
On Non-accrual Status              5,678             16,727
===============================================================                                                           
Total                            $28,309            $26,878
</TABLE>


     There are no commitments to lend additional funds on
any of the restructured loans including those both on an
accrual status and on non-accrual status.  As of June 30,
1996, four restructured loans (on accrual status) totaling
$9.3 million were past due for interest between 30 and 90
days.

     Other real estate owned ("OREO"), net of valuation
allowance of $1.0 million, totaled $15.5 million,
representing an increase of $7.8 million, or 101.30%, from
the net balance of $7.7 million, net of valuation allowance
of $0.6 million, as of December 31, 1995.  As of June 30,
1996 and December 31, 1995, OREO consisted of 23 properties
and 14 properties, respectively.

     The following table sets forth OREO by property type
for the dates as indicated:

<TABLE>
<CAPTION>

(IN THOUSANDS)                     June 30, 1996   December 31, 1995
- ---------------------------------------------------------------------       
<S>                                  <C>                <C>
PROPERTY TYPE                                                   
Single-Family Residential                 $109               $11
Condominium                              3,093               509
Multi-Family Residential                   829               978
Warehouse                                   14               188
Land for Residential                     1,319             1,054
Land for Commercial                        735                 -
Retail Facilities                        6,496             5,289
Office                                     377               268
Hotel                                    3,600                 -
Less: Valuation Allowance               (1,047)             (611)
=====================================================================
Total                                  $15,525            $7,686

</TABLE>


     The above properties are all included in the Bank's market area.

     Management cannot predict the extent to which the
current economic environment, including the real estate
market, may improve, persist or worsen, or the full impact
such environment may have on the Bank's loan portfolio.
Furthermore, as the Bank's primary regulators review the
loan portfolio as part of their routine, periodic bank
examinations, their assessment of specific credits may
affect the level of the Bank's non-performing loans.
Accordingly, there can be no assurance that other loans will
not become non-performing in the future.


Allowance for Credit Losses

     As of June 30, 1996, the balance of the allowance for
credit losses was $16.7 million, representing 3.23% of
outstanding loans and leases.  This compares to an allowance
for credit losses of the same amount as of December 31,
1995, representing 3.54% of outstanding loans and leases.

     SFAS 114, Accounting by Creditors for Impairment of a
Loan, as amended by SFAS 118, was adopted on January 1,
1995.  The following table discloses pertinent information
as it relates to the Company's impaired loans as of and for
the dates indicated:

<TABLE>
<CAPTION>
       
                                                     As of and for the six
Impaired Loans                                        months ended June 30,
(IN THOUSANDS)                                         1996           1995
- ----------------------------------------------------------------------------                    
<S>                                              <C>            <C>
Recorded Investment with Related Allowance          $34,467        $34,599
Recorded Investment with no Related Allowance         2,210            312
Total Recorded Investment                            36,677         34,911
Allowance for Impaired Loans                          3,925          5,576
Average Balance of Impaired Loans before Allowance  $39,461        $42,671
- ----------------------------------------------------------------------------
</TABLE>


     For the six months ended June 30, 1996, interest income
recognized for impaired loans was $1,472,000.  No interest
income was recognized on a cash basis.

     The table below summarizes the activity in the total
allowance for credit losses (which amount includes the
allowance on impaired loans), for the six month periods
ended as indicated:

<TABLE>
<CAPTION>

(IN THOUSANDS)                     June 30, 1996   June 30,1995
- ---------------------------------------------------------------                                                
<S>                                 <C>            <C>
Balance, Beginning of Period           $16,674        $23,025
Provision for Credit Losses              2,500         10,100
Charge-offs                             (4,008)       (13,002)
Recoveries                               1,510            132
Net Charge-offs                         (2,498)       (12,870)
Balance, End of Period                 $16,676        $20,255
- ---------------------------------------------------------------
</TABLE>

     As of June 30, 1996, the allowance represents 32.6% of
non-performing loans.  As of December 31, 1995, the
allowance represented 31.0% of non-performing loans.  As of
June 30, 1996, the allowance represents 87.9% of non-accrual
loans.  As of December 31, 1995, the allowance represented
38.1% of non-accrual loans.

     Management believes that the allowance for credit
losses is adequate to cover known and inherent losses
related to loans and leases outstanding as of June 30, 1996.


Securities

     The Company classifies its securities as held to
maturity or available for sale.  Securities classified as
held to maturity are those that the Company has the positive
intent and ability to hold until maturity.  These securities
are carried at amortized cost.

     Securities that could be sold in response to changes in
interest rates, increased loan demand, liquidity needs,
capital requirements or other similar factors, are
classified as securities available for sale.  These
securities are carried at market value, with unrealized
gains or losses reflected net of tax in stockholders'
equity.

     As of June 30, 1996, the Company recorded gross
unrealized losses of $3,288,000 on its available-for-sale
portfolio and the inclusion as a separate deduction of
stockholders' equity of $1,896,000 representing the
unrealized holding loss, net of tax.

     The amortized cost, gross unrealized gains, gross
unrealized losses and fair value of securities at June 30,
1996 and December 31, 1995 were as follows:


<TABLE>
<CAPTION>

                                 June 30, 1996              |          December 31, 1995
- ------------------------------------------------------------|-----------------------------------------
(IN THOUSANDS)    AMORTIZED      GROSS      GROSS       FAIR|AMORTIZED      GROSS      GROSS      FAIR
                       COST UNREALIZED UNREALIZED      VALUE|     COST UNREALIZED UNREALIZED     VALUE
                                 GAINS     LOSSES           |               GAINS     LOSSES
- ------------------------------------------------------------|----------------------------------------- 
<S>               <C>           <C>         <C>    <C>      |<C>          <C>        <C>    <C>
 Securities Held                                            |                                         
  to Maturity                                               |
State and                                                   |
 Municipal                                                  |                             
 Securities          $2,918        $58         $-     $2,976|   $6,460       $154         $-    $6,614    
Collateralized                                              |
 Mortgage                                                   |
 Obligations             68          7          -         75|       82          8          -        90            
Asset Backed                                                |
 Securities          21,003        288          -     21,291|   27,011        655          -    27,666             
- ------------------------------------------------------------|-----------------------------------------
Total Securities                                            |
 Held to Maturity   $23,989       $353         $0    $24,342|  $33,553       $817         $0   $34,370               
============================================================|=========================================    
</TABLE>
 
 
<TABLE>
<CAPTION>
 
                                 June 30, 1996              |           December 31, 1995
- ------------------------------------------------------------|-----------------------------------------
(IN THOUSANDS)    AMORTIZED      GROSS      GROSS       FAIR|AMORTIZED      GROSS      GROSS      FAIR
                       COST UNREALIZED UNREALIZED      VALUE|     COST UNREALIZED UNREALIZED     VALUE
                                 GAINS     LOSSES           |               GAINS     LOSSES
- ------------------------------------------------------------|-----------------------------------------      
<S>               <C>          <C>      <C>       <C>       <C>          <C>        <C>     <C>
 Securities                                                 |                                    
  available for                                             |
  sale                                                      |
U. S. Treasuries     $1,933         $-       ($56)    $1,877|  $16,948         $-        ($4)  $16,944
U.S. Government                                             |
 Agencies           215,852          -     (1,775)   214,077|  222,578        950          -   223,528    
Mortgage Backed                                             |
 Securities          55,878          -     (1,007)    54,871|   61,987        212          -    62,199            
Corporate Notes      27,016        742          -     27,758|   27,016      1,299          -    28,315
Collateralized                                              |
 Mortgage                                                   |
 Obligations        224,711          -     (1,292)   223,419|  133,611        346          -   133,957            
Auctioned                                                   |
 Preferred Stock     40,000          -          -     40,000|   32,200          -          -    32,200             
Other                                                       |
 Sescurities          9,953        100          -     10,053|    9,823        175          -     9,998           
- ------------------------------------------------------------|-----------------------------------------
Total Securities                                            |
 Available for                                              |
 Sale              $575,343       $842    ($4,130)  $572,055| $504,163     $2,982        ($4) $507,141              
============================================================|==========================================
</TABLE>
     
     There were no sales of securities available for sale
during the six months ended June 30, 1996 and 1995.  There
were no sales of securities held to maturity for the six
months ended June 30, 1996 and 1995.


Deposits

     The Company's deposits totaled $1,161.0 million as of
June 30, 1996, representing a $114.8 million , or 11.0%,
increase from total deposits of $1,046.2 million as of
December 31, 1995.  All deposit categories reflected
increases comparing June 30, 1996 to December 31, 1995.  The
largest deposit growth was in the time certificates of
deposit of $100,000 or more, which increased $97.4 million,
or 23.9%.  The Company believes that the majority of its
deposit customers have strong ties to the Bank and there is
no large concentration with any major depositors.

     The maturity schedule of time certificates of deposit
of $100,000 or more as of June 30, 1996 is as follows:

<TABLE>
<CAPTION>

(IN THOUSANDS)                             
- ------------------------------------------------------
<S>                                      <C>
3 Months or Less                              $259,720
Over 3 Months Through One Year                 245,738
Over One Year through 5 Years                      205
======================================================
Total                                         $505,663
</TABLE>

Regulatory Matters

     On April 23, 1996, the Bank was notified by its primary
regulator, the Federal Deposit Insurance Corporation
("FDIC"), that the Memorandum of Understanding dated August
17, 1995, had been terminated based upon the results of a
safety and soundness examination dated January 8, 1996.

     The Company's Board of Directors received a letter,
dated July 19, 1996, from the Federal Reserve Bank of San
Francisco (the "Federal Reserve") that indicates that the
existing board resolution which required the Company to
inform the Federal Reserve prior to: (a) declaring cash or
in-kind dividends; (b) incurring debt; (c) repurchasing
stock; or (d) entering into any agreements to acquire any
entities or portfolios, is no longer required.  The
Company's Board will consider the rescission of the
resolution at its August Board Meeting.


Capital Resources

     As of June 30, 1996, stockholders' equity totaled
$104.5 million, an  increase of $5.0 million, or 5.03%, from
$99.5 million, as of December 31, 1995.  The increase was
due primarily to net income of $9.0 million, less cash
dividends declared to stockholders of $1.1 million, less the
net change in the securities valuation allowance, net of
tax, of $3.6 million for the six months ended June 30, 1996.

     Capital ratios for the Company and for the Bank were as
follows as of the dates indicated:

<TABLE>
<CAPTION>

                                Well-Capitalized    June 30     December 31
                                   Standards           1996            1995
- ---------------------------------------------------------------------------
<S>                                <C>            <C>             <C>
GBC Bancorp                                                      
Tier 1 Leverage Ratio                  5%             7.90%           8.27%
Tier 1 Risk-Based Capital              6              12.39           13.83
Ratio
Total Risk-Based Capital Ratio         10             14.52           15.51

General Bank                                                             
Tier 1 Leverage Ratio                  5%             8.55%           9.10%
Tier 1 Risk-Based Capital              6              13.43           15.26
Ratio
Total Risk-Based Capital Ratio         10             14.68           16.51
- ---------------------------------------------------------------------------
</TABLE>

Liquidity and Interest Rate Sensitivity

     Liquidity measures the ability of the Company to meet
`fluctuations in deposit levels, to fund its operations and
to provide for customers' credit needs. Asset liquidity is
provided by cash and short-term financial instruments which
include federal funds sold and securities purchased under
agreements to resell, unpledged securities held to maturity
maturing within one year and unpledged securities available
for sale.  These sources of liquidity amounted to $726.3
million, or 54.9% of total assets as of June 30, 1996,
compared to $614.0 million, or 51.1% of total assets at
December 31, 1995.

     To further supplement its liquidity, the Company has
established federal funds lines with correspondent banks and
three master repurchase agreements with major brokerage
companies.  In August, 1992 the Federal Home Loan Bank of
San Francisco ("FHLB") granted the Bank a line of credit
equal to 20 percent of assets with terms up to 240 months.
As of June 30, 1996 the Company has no borrowing outstanding
under this financing facility with the FHLB. Management
believes its liquidity sources to be stable and adequate.

     As of June 30, 1996, total loans and leases represented
44.5% of total deposits.  This compares to 45.1% at December
31, 1995.

     Effective asset/liability management includes
maintaining adequate liquidity and minimizing the impact of
future interest rate changes on net interest income.  The
Company attempts to manage its interest rate sensitivity on
an on-going basis through the analysis of the repricing
characteristics of its loans, investments, and deposits, and
managing the estimated net interest income volatility by
adjusting the terms of its interest-earning assets and
liabilities, and through the use of derivatives as needed.
As of June 30, 1996, there were no outstanding derivative
contracts.

     The Company has only limited involvement with
derivative financial instruments and does not use them for
trading purposes.  They are used to manage the interest rate
risk from the origination of fixed rate residential mortgage
loans for sale in the secondary markets.

     The Company utilizes Treasury note futures and forward
sales of mortgage-backed securities to hedge interest rate
risk associated with its residential mortgage banking
activities.  Futures and forward sale contracts provide for
sale of the underlying securities, including mortgage-backed
securities, at a specified future date, at a specified price
or yield.

     The amount of the futures and forward sale contracts is
determined by the aggregate amount of fixed rate commitments
for mortgage loans that are expected to be funded plus the
amount of fixed rate residential mortgages categorized as
being held for sale that have not been sold.  The fair value
of the underlying futures and forward sale contracts is
expected to move inversely to the change in fair value of
the mortgage loans.

     The Company never intends to deliver the underlying
securities that the futures and forward sale contracts
commit to sell, rather it purchases offsetting contracts to
eliminate the obligation.  The Company is exposed to the
risk that the fair value of futures contracts, being based
on the value of the Treasury note will not move
proportionately with the change in value of the mortgage
loans being hedged.  This basis risk is unpredictable and
can result in economic loss to the Company.  There is no
basis risk related to the use of forward sale contracts on
mortgage-backed securities since their fair value is based
on similar mortgage loans.  However, a gain or loss will
arise from the difference between the fair value and the
forward sale price of the mortgage-backed security.

     As of June 30, 1996 and December 31, 1995, there were
outstanding fixed rate mortgages held for sale of $0.5
million and $6.3 million.  There were no related derivative
instruments outstanding as of June 30, 1996 and December 31,
1996.  For the six months ended June 30, 1996 and 1995, the
Company had realized net losses of $11,000 and $108,000
related to its hedging activities.  There were no unrealized
gains/losses related to hedging activities as of June 30,
1996 and 1995.

     Initial margin requirements and daily calls on futures
contracts are met in cash.  There are no margin requirements
nor daily calls on forward sale contracts since whole loans
are expected to be delivered to fulfill the commitment.

     While no single measure can completely identify the
impact of changes in interest rates on net interest income,
one gauge of interest rate sensitivity is to measure, over
various time periods, the differences in the amounts of the
Company's rate sensitive assets and rate sensitive
liabilities.  These differences, or "gaps", provide an
indication of the extent that net interest income may be
affected by future changes in interest rates.  However,
these "gaps" do not take into account timing differences
between the repricing of assets and the repricing of
liabilities.

     Since interest rate changes do not affect all
categories of assets and liabilities equally or
simultaneously, a cumulative gap analysis alone cannot be
used to evaluate the Company's interest rate sensitivity
position.  To supplement traditional gap analysis, the
Company uses simulation modeling to estimate the potential
effects of changing interest rates.  This process allows the
Company to more fully explore the complex relationships
within the gap over time and various interest rate
scenarios.

     The following table indicates the Company's interest
rate sensitivity position as of June 30, 1996; it may not be
reflective of positions in subsequent periods:


<TABLE>
<CAPTION>

                                                          6/30/1996
                                                Interest Sensitivity Period
- -------------------------------------------------------------------------------------------------------
                           0 to 90       91 to 365  Over 1 Year         Over  Non-Interest             
(IN THOUSANDS)                Days            Days   to 5 Years      5 Years  Erng/Bearing        Total
- -------------------------------------------------------------------------------------------------------
<S>                     <C>              <C>         <C>          <C>           <C>         <C>
Earning Assets:                                                                                        
Securities Available  
 for Sale                 $134,501         $35,662     $181,313     $220,579            $-     $572,055            
Securities Held to
 Maturity                    5,001             993       13,903        4,092                     23,989             
Federal Funds Sold         138,000               -            -            -             -      138,000
                                                                                                       
Loans (1) (2)              335,923          39,077       64,871       23,236             -      463,107
Loans to Depository  
 Insititutions              35,000               -            -            -             -       35,000            
Non-Earning Assets(2)            -               -            -            -        90,206       90,206
- -------------------------------------------------------------------------------------------------------
Total Assets              $648,425         $75,732     $260,087     $247,907       $90,206   $1,322,357
=======================================================================================================                             

Source of Funds for                                                                                    
Assets:
Deposits:                                                                                              
  Demand                        $-              $-           $-           $-      $139,320     $139,320
  Interest Bearing Demand  207,387               -            -            -             -      207,387
  Savings                  133,816               -            -            -             -      133,816
  TCD'S Under $100,000     124,737          49,208          861            -             -      174,806
  TCD'S $100,000 and Over  379,349         126,209          105            -             -      505,663
- -------------------------------------------------------------------------------------------------------
Total Deposits             845,289         175,417          966            -       139,320    1,160,992
- -------------------------------------------------------------------------------------------------------
  Securities Sold Under
    Repurchase Agreements  $24,000               -            -            -             -      $24,000
Subordinated Debt                -               -       15,000            -             -       15,000
Other Liabilities                -               -            -            -        17,825       17,825
Stockholders' Equity             -               -            -            -       104,540      104,540
- -------------------------------------------------------------------------------------------------------            
Total Liabilities and                                                                                  
  Stockholders' Equity    $869,289        $175,417      $15,966           $0      $261,685   $1,322,357
=======================================================================================================            

Interest Sensitivity Gap ($220,864)       ($99,685)    $244,121     $247,907     ($171,479)             
                                                                                                       
Cumulative Interest                                                                                    
 Sensivity Gap           ($220,864)      ($320,549)    ($76,428)     $171,479            -             
                                                                                                       
Gap Ratio (% of Total       -16.7%           -7.5%        18.5%        18.7%        -13.0%             
 Assets)
                                                                                                       
Cumulative Gap Ratio        -16.7%          -24.2%        -5.8%        13.0%          0.0%             
- -------------------------------------------------------------------------------------------------------                    
</TABLE>

(1) Loans are before unamortized deferred loan fees and allowance 
    for loan losses.
(2) Nonaccrual loans are included in non-earning assets.



                 PART II - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

     The Bank is a defendant in various lawsuits arising
from the normal course of business.  No material legal
proceedings to which the Registrant or its subsidiaries is a
party have been initiated or terminated during the quarter
ended June 30, 1996.  There have been no significant
developments in any material pending legal proceedings
involving the Registrant or its subsidiaries during this
same quarter.


Item 2.  CHANGES IN SECURITIES

     There have been no changes in the securities of the
Registrant during the quarter ended June 30, 1996.


Item 3.  DEFAULT UPON SENIOR SECURITIES

     This item is not applicable.


Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     At the Annual Meeting of Shareholders held on April 20,
1996, the following proposal was submitted and approved by a
vote of shareholders:

     A proposal to elect seventeen directors to the Board of
Directors of the Registrant to hold office until the next
Annual Meeting and until their successors are elected and
qualified was approved by shareholders.  This proposal
received the following votes:


<TABLE>
<CAPTION>
                                    For             Withheld
- ------------------------------------------------------------
<S>                      <C>                      <C>
Eric W. Chang                 4,415,914                7,451
Helen Y. Chen                 4,415,914                7,451
Thomas C. J. Chiu             4,415,914                7,451
Stephen Huang                 4,415,914                7,451
Chuang-I Lin                  4,415,914                7,451
Ko-Yen Lin                    4,415,914                7,451
Ting Yung Liu                 4,415,914                7,451
Alan Thian                    4,415,914                7,451
John Wang                     4,415,914                7,451
Kenneth Wang                  4,391,772               31,593
Chien-Te Wu                   4,415,914                7,451
Julian Wu                     4,415,914                7,451
Li-Pei Wu                     4,415,914                7,451
Peter Wu                      4,415,914                7,451
Ping C. Wu                    4,415,914                7,451
Walter Wu                     4,415,914                7,451
Chin-Liang Yen                4,415,914                7,451
- ------------------------------------------------------------
</TABLE>



Item 5.  OTHER INFORMATION

     There are no events to be reported under this item.


Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

     a)  Exhibits: None.

     b)  Reports on Form 8-K:  None.



                              PART III - SIGNATURES


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 thereunto duly
authorized.



 
                              GBC Bancorp
                              (Registrant)


Dated: __________________     s/ ______________________
                              Li-Pei Wu, Chairman,
                              President and Chief
                              Executive Officer



Dated: ___________________    s/ _______________________
                              Peter Lowe, Executive
                              Vice President and
                              Chief Financial Officer




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                                0
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