AMERICAN BANCORPORATION /WV/
ARS, 1996-04-01
STATE COMMERCIAL BANKS
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                         AMERICAN BANCORPORATION

                            1995 ANNUAL REPORT

 

American Bancorporation and Subsidiaries           

FINANCIAL HIGHLIGHTS
(In thousands, except per share)     1995      1994      1993 
Statement of Operations:
 Net Income. . . . . . . .       $   3,052 $   1,696 $   1,770
 Net Income per share. . .            1.95      1.13      1.18
Balance Sheet:
 Assets. . . . . . . . . . .     $ 353,995 $ 338,116 $ 276,390
 Deposits. . . . . . . . . .       292,665   292,341   248,040
 Loans - net . . . . . . . .       246,518   225,129   146,979
 Stockholders' equity. . .          28,012    26,193    24,158
  Book Value per share . .           17.90     16.74     16.03

QUARTERLY STOCK PRICE RANGES
1995:                                     High               Low                
 Fourth. . . . . . . . .                23 1/2              20 1/2            
 Third . . . . . . . . . .              23 1/2              19 1/2              
 Second. . . . . . . . . .              21 1/2              14 3/4              
 First . . . . . . . . . .              15 1/2              13 1/2              

1994:                                     High               Low               
 Fourth. . . . . . . . . .              18                  13                  
 Third . . . . . . . . . .              18 1/2              16                  
 Second. . . . . . . . . .              18 1/2              15 1/2              
 First . . . . . . . . . .              19                  15 1/2              

American Bancorporation is traded on the Nasdaq Stock Market under the ticker 
symbol AMBC.Per share data and stock prices have been retroactively restated 
to reflect a two for one stock split, which became effective March 16, 1994. 

CORPORATE PROFILE  
American Bancorporation (the "Company") is a registered Ohio bank holding 
company with its headquarters located in Wheeling, West Virginia. The Company 
was organized in 1966 for the purpose of developing a network of community 
oriented banks and companies engaged in activities closely related to 
commercial banking. At December 31, 1995, the Company owned two affiliate
banks. The Wheeling National Bank ("WNB") serves its customers through seven
full service offices located in Ohio County, Hancock County and Wetzel County,
West Virginia. Columbus National Bank, ("CNB") serves its customers through 
eleven full service offices located in Belmont County, Harrison County, Guernsey
County, Jefferson County and Franklin County, Ohio.  CNB will be merged into WNB
as of March 29, 1996. 

In addition to the Banks, the Company operates three non-bank subsidiaries: 
American Bancdata Corporation which provides electronic data processing 
services to the Company and the affiliate Banks, American Bancservices, Inc., 
which provides the Company's transfer agent services and American Mortgages, 
Inc. which originates and services mortgage loans.

The approximate number of common stockholders of record was 2,645 on January 
31, 1996.
                                                                               
CONTENTS
Financial Highlights. . . . . . . . See above
Quarterly Stock Price Ranges. . . . See above
Corporate Profile . . . . . . . . . See above
Chairman's Letter . . . . . . . . . 1
Financial Statements. . . . . . . . 2 - 26
Independent Auditors' Report    . . 27
Five Year Selected Financial Data . 28
Management's Discussion and Analysis . . 29 - 42

THE CHAIRMAN'S LETTER

    TO OUR SHAREHOLDERS:

    For the year 1995 American Bancorporation recognized net income of 
$3,052,000 or $1.95 per share, compared to net income of $1,696,000 or $1.13 
per share in 1994.

    Total assets at December 31, 1995 were $354 million, compared to $338 
million at December 31, 1994.

    At December 31, 1995 total capital was $28,012,000, compared to 
$26,193,000 at December 31, 1994 and book value per common share at year end 
1995 was $17.90, compared to $16.74 at year end 1994.

    At December 31, 1995 the allowance for loan losses to loans outstanding 
was 1.5%.

    At December 31, 1995 total nonperforming loans as a percentage of total 
loans stood at 0.8%.

    1995 was again a year of growth and accomplishment.

    At Columbus National Bank, on February 9, 1996, we closed the purchase of 
the Bank One deposits at Flushing and the Ohio Valley Mall.

    At Wheeling National Bank we again saw solid growth, an historic high in 
profits and historic lows in delinquencies and nonperforming assets.

    At the holding company we settled the Declaratory Judgment action in the 
U.S. Federal Court and are finishing the recalculation of benefits due retired 
employees.

    The merger of Columbus National Bank into Wheeling National Bank will be
completed at the close of business Friday, March 29, 1996.

    We expect 1996 to be an excellent profit year.

    We deeply appreciate your continued strong support.

Sincerely,

Jeremy C. McCamic
Chairman and Chief Executive Officer


CONSOLIDATED BALANCE SHEET          American Bancorporation and Subsidiaries
December 31, 1995 and 1994

ASSETS                                              1995          1994     
Cash and due from banks. . . . . . . . . . . . .$ 10,887,718  $ 10,704,396
Federal funds sold . . . . . . . . . . . . . .    11,469,000     3,924,000
Investment securities available for sale . . .    68,014,533     3,484,431
Investment securities held to maturity
   Market value 1994 - $74,419,000 . .                     -    78,189,252
Loans
   Commercial, financial and agricultural. . .    64,951,306    52,929,805
   Real estate mortgage. . . . . . . . . . . .   128,709,317   119,629,269
   Installment - net of unearned income. . . .    56,711,400    56,306,670
                                                 250,372,023   228,865,744
   Less allowance for loan losses. . . . . .       3,853,633     3,736,994
                                                 246,518,390   225,128,750
Premises and equipment - net . . . . . . . .       8,947,284     8,672,714
Accrued interest receivable. . . . . . . . .       2,065,832     2,018,778
Excess of cost over net assets acquired. . .       1,830,170     2,065,475
Other assets . . . . . . . . . . . . . . . .       4,261,848     3,927,839
       TOTAL ASSETS. . . . . . . . . . . . . . .$353,994,775  $338,115,635
 
LIABILITIES 
Deposits
   Demand - non-interest bearing . . . . . . .  $ 31,792,609  $ 31,208,913
   Demand - interest bearing . . . . . . . . .    27,286,771    25,041,613
   Savings . . . . . . . . . . . . . . . . . .    98,977,637   117,684,912
   Time - under $100,000 . . . . . . . . . . .   116,370,529   104,302,859
   Time - over $100,000. . . . . . . . . . . .    18,237,061    14,102,360
       TOTAL DEPOSITS. . . . . . . . . . . . .   292,664,607   292,340,657
Short-term borrowings. . . . . . . . . . . . .    27,522,666    13,398,181
Accrued interest payable . . . . . . . . . . .     1,033,315     1,011,323
Other liabilities. . . . . . . . . . . . . . .     3,714,641     3,172,455
Notes payable and other long term debt . . . .     1,047,124     2,000,000
       TOTAL LIABILITIES . . . . . . . . . . .   325,982,353   311,922,616

STOCKHOLDERS' EQUITY                       
    Preferred stock. . . . . . . . . . .                   -             -
Common stock without par value, stated value $5 
a share, authorized 6,500,000 shares, issued and 
outstanding 1,564,837 in 1995 and 1994. . . . .    7,824,185     7,824,185
    Additional paid-in capital . . . . . . . .    10,301,982    10,301,982
    Retained earnings. . . . . . . . . . . . .     9,763,633     7,806,852
    Unrealized gain on securities 
      available for sale, net. . . . . . . . . . .   122,622       260,000
     TOTAL STOCKHOLDERS' EQUITY. . . . . . . .    28,012,422    26,193,019
     TOTAL LIABILITIES AND 
         STOCKHOLDERS' EQUITY.                  $353,994,775  $338,115,635

The accompanying notes are an integral part of these financial statements.     

CONSOLIDATED STATEMENT OF OPERATIONS
Years ended December 31, 1995, 1994 and 1993

                                          1995          1994          1993      
INTEREST INCOME
   Loans . . . . . . . . . . . . . . $ 21,929,265  $ 14,902,482  $ 14,590,143
   Investment securities
     Taxable interest income . . . . .  3,844,393     4,410,109     5,158,483
     Non-taxable interest income . .      144,316       163,039       212,519
     Dividends . . . . . . . . . . . .    207,773       148,027       142,479
                                        4,196,482     4,721,175     5,513,481   
   Short-term investments. . . . . .      370,332       511,494       466,737
        Total interest income. . . . . 26,496,079    20,135,151    20,570,361
INTEREST EXPENSE
 Deposits 
 Interest bearing demand . . . .          618,035       586,563       664,620
     Savings . . . . . . . . . . . . .  2,872,553     2,690,109     3,018,910
     Time - under $100,000 . . . . . .  5,303,309     3,368,774     3,877,336
     Time - over $100,000. . . . . . .  1,003,706       384,872       384,225
                                        9,797,603     7,030,318     7,945,091
 Borrowings
   Short-term borrowings . . . . . . .  1,275,187       145,622        63,737
   Notes payable and 
     other long-term debt. . .             97,872        13,059             -
       Total interest expense. . . . . 11,170,662     7,188,999      8,008,828
   NET INTEREST INCOME . . . . . . . . 15,325,417    12,946,152     12,561,533
PROVISION FOR LOAN LOSSES. . . . . .      105,000       215,000        844,361
 Net interest income after provision 
     for loan losses. . . . . . . . . .15,220,417    12,731,152     11,717,172
OTHER INCOME
     Service charges on 
       deposit accounts . . .             735,514       661,492        689,656
     Insurance commissions . . . . .      119,017       113,619        123,925
     Net securities gains. . . . . .        3,261         2,634        219,030 
     Other income. . . . . . . . . . .    822,467       284,122        416,452
        Total other income . . . . . .  1,680,259     1,061,867      1,449,063
OTHER EXPENSE
     Salaries and employee benefits. .  5,318,929     4,932,526      4,427,945
     Occupancy expense . . . . . . . .  1,048,541       843,095        792,907
     Furniture and equipment expense .  1,067,046     1,032,268      1,026,620
     Other expenses. . . . . . . . . .  4,656,170     4,407,160      4,149,160
        Total other expense. . . . . . 12,090,686    11,215,049     10,396,632
INCOME BEFORE INCOME TAXES . . . . . .  4,809,990     2,577,970      2,769,603 
PROVISION FOR INCOME TAXES . . . . . .  1,757,823       881,651        999,152 
NET INCOME . . . . . . . . . . . . . .$ 3,052,167   $ 1,696,319    $ 1,770,451 
   Per Share:
       NET INCOME. . . . . . . . .    $      1.95   $      1.13    $      1.18 

The accompanying notes are an integral part of these financial statements.

<TABLE>
American Bancorporation and Subsidiaries
CONSOLIDATED STATEMENT 
OF STOCKHOLDERS' EQUITY
Years ended December 31, 1995, 1994 and 1993
<CAPTION>
                                                                                 Unrealized gain                           
                                                     Additional                  on securities                
                                       Common         paid-in         Retained   available for 
                                       stock          capital         earnings     sale, net         Total    
<S>                                <C>              <C>             <C>          <C>             <C>                      
 Balance at January 1, 1993. . . . $  7,533,060     $  9,753,871    $ 5,853,972    $       -     $ 23,140,903         
 Net Income. . . .                            -                -      1,770,451            -        1,770,451
 Cash Dividends ($0.50 per share). .          -                -       (753,306)           -         (753,306)
Balance at December 31, 1993 . . .    7,533,060        9,753,871      6,871,117            -       24,158,048
 Net Income. . . .                            -                -      1,696,319            -        1,696,319
 Cash Dividends ($0.50 per share).            -                -       (760,584)           -         (760,584)
 Proceeds from stockholder rights 
  offering (58,225 shares). . . .        291,125          548,111             -            -          839,236
 Change in unrealized gain on  
  securities available for sale, net           -                -             -      260,000          260,000
Balance at December 31, 1994 . . .     7,824,185       10,301,982     7,806,852      260,000       26,193,019
 Net Income. . . .                             -                -     3,052,167            -        3,052,167
 Cash Dividends ($0.70 per share). .           -                -    (1,095,386)           -       (1,095,386)
 Change in unrealized gain on
 securities available for sale, net            -                -             -     (137,378)        (137,378)
Balance at December 31, 1995 . . . $   7,824,185    $  10,301,982   $ 9,763,633    $ 122,622     $ 28,012,422

The accompanying notes are an integral part of these financial statements.
</TABLE>

American Bancorporation and Subsidiaries
CONSOLIDATED STATEMENT OF CASH FLOWS    
Years ended December 31, 1995, 1994 and 1993                 

Operating Activities:                         1995          1994        1993   
   Net income. . . . . . . . . . . . .   $ 3,052,167   $ 1,696,319 $ 1,770,451 
   Adjustments to reconcile net 
   income to net cash from operating activities:                                
    Depreciation . . . . . . . . . .         603,798       555,372     563,397
    Amortization of intangibles. . .         315,490       128,300     120,801
    Net amortization (accretion) of 
     investment securities                   (74,137)      100,355     146,316
    Provision for loan losses. . . .         105,000       215,000     844,360
    Gain on sale of premises & equipment .         -        (2,975)    (92,295)
    Net gains on sale of 
     investment securities                    (3,261)       (2,634)   (219,030)
  Change in assets and liabilities net of 
   effects from the purchase of branch assets:   
    Net (increase) decrease in accrued 
     interest receivable . . . . .           (47,054)     (323,175)    481,340
    Net increase (decrease) in accrued 
     interest payable.                        21,992        45,159    (254,603)
    Net (increase) decrease in other assets.(472,525)     (538,102)    670,667 
    Net increase in other liabilities        414,762     1,449,798     108,279 
    Net decrease from other 
     operating activities                    106,740       346,907     350,619
          Net cash provided by 
          operating activities. . . .      4,022,972     3,670,324   4,490,302
  Investing Activities:
    Purchase of branch assets, 
     net of cash acquired.                         -    (4,487,905)          -
    Investment securities held to maturity:
    Proceeds from maturities 
      and repayments.                     19,607,659    33,151,514  39,721,032
    Proceeds from sales.                           -             -  19,205,084
    Purchases. . . . . . . . . .          (8,272,273)  (22,380,352)(56,527,280)
    Investment securities available for sale:
    Proceeds from maturities 
     and repayments                        6,692,533       106,400           -
    Proceeds from sales. . . . .           8,088,052     3,017,375           -
    Purchases. . . . . . . . . . .       (12,555,150)   (1,303,231)          -
    Net (increase) decrease in loans . . (21,494,640)  (15,034,412)  7,473,266
    Purchase of loans. . . . .                     -   (14,036,899)          -
    Purchase of premises and equipment      (828,810)   (1,323,607)   (586,989)
    Proceeds from sale of 
      premises and equipment . .                   -       290,468     428,835
          Net cash provided (used) 
            by investing activities .     (8,762,629)  (22,000,649)  9,713,948 
  Financing Activities:
    Net increase in non-interest 
     bearing demand deposits .               583,696     2,038,122     288,329
    Net increase (decrease) in interest 
     bearing demand and savings deposits (16,462,117)   (9,384,462)  2,420,230
    Net increase (decrease) in 
     time deposits . . .                  16,202,371     4,596,371 (15,669,736)
    Net increase (decrease) 
     in short-term borrowings . . . .     14,124,485    11,789,434    (480,962)
    Principal repayment of 
     long-term debt. . . . .              (1,002,433)            -           - 
    Proceeds from issuance of 
     long-term debt                                -     2,000,000           -
    Proceeds from stockholder 
     rights offering                               -       839,236           -
    Cash dividends paid. . . . . . . .      (978,023)     (753,306)   (753,306)
          Net cash provided by (applied to) 
           financing activities . . . .   12,467,979    11,125,395 (14,195,445)
  Net Increase (Decrease) in Cash 
   and Cash Equivalents . .                7,728,322    (7,204,930)      8,805 
  Cash and Cash Equivalents 
   Beginning Balance. . . .              $14,628,396   $21,833,326 $21,824,521
  Cash and Cash Equivalents 
   Ending Balance . . . . .              $22,356,718   $14,628,396 $21,833,326

Supplemental schedule of noncash investing and financing activities:
   The Company purchased certain branch assets and assumed 
   certain liabilities.  In conjunction with the acquisition,
   the assets acquired and the liabilities assumed were as follows:
        Fair value of assets acquired. . $         -   $51,015,184 $         -
        Cash paid in the acquisition . . .         -    (4,782,680)          -
        Liabilities assumed. .                     -   (47,148,594)          -
         Excess of liabilities assumed 
          over net assets acquired       $         -   $  (916,090)$         -
  Cash paid during the year for:
       Interest. . . . . . . . . . . . . $11,148,670   $ 7,046,161 $ 8,263,431
       Income taxes. . . . . . . . . .   $ 1,331,100   $ 1,228,000 $   661,490
  Non-cash investing and financing activities:
       Loan foreclosures and 
        repossessions . . . .            $   149,810   $   281,603 $ 1,036,707
       Transfer of other real estate 
        owned to premises and equipment  $         -   $         - $   279,263
       Transfer of premises and equipment 
        to other real estate owned       $         -   $   549,566 $         -

 The accompanying notes are an integral part of these financial statements.

NOTES TO CONSOLIDATED                American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS
December 31, 1995, 1994 and 1993

Note A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 

American Bancorporation (the "Company"), which was organized in 1966, is a 
registered Ohio bank holding company with its headquarters located in 
Wheeling, West Virginia.  The Company's wholly owned subsidiaries are Wheeling 
National Bank, Columbus National Bank, American Bancdata Corporation, 
American Bancservices, Inc. and American Mortgages, Inc.  The Company's 
subsidiaries primarily engage in commercial banking and mortgage banking.  
The subsidiary banks branch offices are primarily located in the northern 
panhandle of West Virginia, and central and eastern Ohio.

The accounting and reporting policies of American Bancorporation and 
Subsidiaries (the "Company") conform to generally accepted accounting 
principles and with general practice within the banking industry. The 
following is a description of the significant policies.

Principles of Consolidation
The consolidated financial statements include the accounts of American 
Bancorporation and its subsidiaries. All significant intercompany accounts and 
transactions have been eliminated. Subsidiaries acquired in purchase 
transactions are included in the consolidated financial statements from the 
date of acquisition. 

Cash and Cash Equivalents
For purposes of reporting cash flows, cash and cash equivalents include cash  
and due from banks and federal funds sold.  Generally, federal funds are sold 
for one-day periods.
 
Investment Securities
The Company has adopted a methodology for the classification of securities at 
the time of their purchase as either held to maturity or available for sale.  
If it is management's intent and the Company has the ability to hold such 
securities until their maturity, these securities are classified as held to 
maturity and are carried on the Company's books at cost, adjusted for 
amortization of premium and accretion of discount on a level yield basis.  
Alternatively, if it is management's intent at the time of purchase to hold 
securities for an indefinite period of time and/or to use such securities as 
part of its asset/liability management strategy, the securities are classified  
as available for sale and are carried at fair value, with net unrealized gains 
and losses excluded from earnings and reported as a separate component of
stockholder's equity, net of applicable income taxes.  Investment securities 
available for sale include securities which may be sold in response to 
changes in interest rates, resultant prepayment risk and other factors related 
to interest rate or prepayment risk. Gains and losses on sales of securities 
are recognized using the specific identification method.

The Company adopted Statement of Financial Accounting Standards ("SFAS") 
No. 115, "Accounting for Certain Investments in Debt and Equity Securities" in 
1994.  The initial effect of adopting SFAS No. 115 in 1994 was an increase in 
shareholders' equity of $468,000, representing the net unrealized gain on 
securities available for sale.

In October 1994, the Financial Accounting Standards Board ("FASB") issued 
SFAS No. 119, "Disclosures about Financial Instruments and Fair Value of 
Financial Instruments".  The Company adopted SFAS No. 119 as of January 1, 
1995.  The adoption of SFAS No. 119 had no material impact to the Company's 
financial position or results of operations.

NOTES TO CONSOLIDATED             American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

On December 1, 1995, the Company reclassified $66,965,000 of investment 
securities held to maturity to investment securities available for sale. The 
reclassification was in accordance with the FASB's special report "A Guide to 
Implementation of Statement 115 on Accounting for Certain Investments in Debt 
and Equity Securities" that permitted this one-time reassessment.

Loans
Loans are reported at their principal amounts, net of unearned income and the 
allowance for loan losses. Interest on loans is computed primarily on the 
principal balance outstanding. For loans not primarily secured by real estate 
or in the process of collection, the Company discontinues the accrual of
interest when a loan is 90 days past due or collection of the interest is 
doubtful.  Real estate loans are placed on nonaccrual status when, in 
management's judgement, collection is in doubt or when foreclosure proceedings 
are initiated, which is generally 180 days past the due date. Income on 
discounted loans is principally recognized on the sum-of-the-months digits 
method, which approximates a level yield.  Loan origination and commitment 
fees, as well as certain direct loan origination costs, are deferred and 
amortized as a yield adjustment over the lives of the related loans via a 
method which approximates a level yield.

The Company grants commercial and industrial loans, commercial and residential 
mortgages and consumer loans to customers primarily in the northern panhandle 
of West Virginia, southwestern Pennsylvania and central and eastern Ohio.  The 
Company's loan portfolio can be adversely impacted by downturns in the local 
economic and real estate markets as well as employment conditions.

On January 1, 1995, the Company adopted SFAS No. 114, "Accounting by Creditors 
for Impairment of a Loan," and SFAS No. 118, "Accounting by Creditors for 
Impairment of a Loan--Income Recognition and Disclosures."  SFAS No. 114 
provided guidelines for measuring impairment losses on loans.  A loan is 
considered to be impaired when it is probable that the Company will be unable 
to collect all principal and interest amounts due according to the contractual 
terms of the loan agreement.  All of the Company's nonaccrual loans, which 
totalled $790,000 at December 31, 1995, are considered to be impaired loans.
Average impaired loans during 1995 were $818,000.  Under SFAS No. 114, 
impaired loans subject to the statement are required to be measured based upon 
the present value of expected future cash flows, discounted at the loan's 
initial effective interest rate, or at the loan's market price or fair value 
of the collateral if the loan is collateral dependent.  If the loan valuation 
is less than the recorded value of the loan, an impairment reserve must be 
established for the difference.  The impairment reserve is established by 
either an allocation of the reserve for credit losses or by a provision for 
credit losses, depending on the adequacy of the reserve for credit losses.  
Included in impaired loans at December 31, 1995 were $489,000 that had a 
related impairment reserve of $172,000, and $301,000 that did not have a 
related reserve as a result of interest payments applied to reduce principal 
or credit losses previously taken on these loans.  SFAS No. 118 permits 
existing income recognition practices to continue.  During the year, the 
Company recognized $21,000 of interest revenue on impaired loans, all of which 
was recognized using the cash basis method of income recognition.

Allowance for Loan Losses
The determination of the balance in the allowance for loan losses is based on 
an analysis of the portfolio and reflects an amount which, in management's 
judgement, is adequate to provide for potential losses after giving 
consideration to the character of the portfolio, current economic conditions, 
past loss experience and such other factors that deserve current recognition.
The regulatory examiners may require the Company to recognize additions to the 
allowances based upon their judgements about information available to them at 
the time of their examinations.  The provision for loan losses is charged to 
current operations.

Mortgage Loan Servicing
Mortgage servicing fees received from permanent investors for servicing their 
loan portfolios are recorded on the accrual basis.  Mortgage loan servicing 
includes collecting monthly mortgagor payments, forwarding payments and 
related accounting reports to investors, collecting escrow deposits for the
payment of mortgagor property taxes and insurance, and paying taxes and 
insurance from escrow funds when due.

Purchased mortgage servicing rights are capitalized and amortized, as a 
reduction of servicing income, in proportion to, and over the period of, 
estimated net servicing revenue (undiscounted servicing revenues in excess of 
undiscounted servicing costs).  In estimating future servicing revenues, 
management takes into consideration a number of factors including the 
current rate of anticipated prepayments of the underlying mortgage loans.  
Changes in the assumptions used could significantly affect management's 
estimates.  If actual results differ significantly from those estimated by 
management, adjustments to the carrying value of purchased mortgage servicing 
rights could occur.

In May, 1995 the FASB issued SFAS No. 122, "Accounting for Mortgage Servicing 
Rights".  SFAS No. 122 amends SFAS No. 65, "Accounting for Certain Mortgage 
Banking Activities" by requiring that a mortgage banking enterprise that 
acquires mortgage servicing rights through either the purchase or origination 
of mortgage loans recognize those rights as separate assets by allocating the 
total cost of the mortgage loans to the mortgage servicing rights and the 
loans (without the mortgage servicing rights) based on their relative fair 
values.  In addition, SFAS No. 122 requires that a mortgage banking 
enterprise assess its capitalized mortgage servicing rights for impairment 
based on the fair value of those rights. This pronouncement is to be applied 
prospectively in fiscal years beginning after December 15, 1995. The Company 
currently estimates that the effects of the adoption of SFAS No. 122 will not 
be material to the Company's financial condition or results of operations. 

Premises and Equipment
Premises and equipment are stated at cost, less accumulated depreciation and 
amortization. Depreciation is provided on the straight-line method, 
distributing the cost of premises over an estimated useful life of twenty to 
fifty years and the cost of equipment over an estimated useful life of three 
to fifteen years.

Excess of Cost over Net Assets Acquired
Excess of cost over net assets acquired include both goodwill and core deposit 
intangibles. Goodwill is being amortized on a straight-line basis over a 
period of twelve to thirty years.  Core deposit intangibles are being amortized 
over a period of five to twelve years.

Other Real Estate Owned
Other real estate owned in connection with loan settlements, including real 
estate acquired, is stated at the lower of estimated fair value less estimated 
costs to sell, or the carrying amount of the loan. Declines in market value 
that might occur between appraisal dates are charged directly to operations. 
Decreases in fair value between annual appraisals, net gains or losses on the 
sale of other real estate owned, and net direct operating expense attributable 
to these assets are included in other income/other expense.  Other real estate 
owned is included in other assets.

Income Taxes
The Company and its subsidiaries file a consolidated Federal income tax 
return.   The Company retroactively adopted SFAS No. 109, "Accounting for 
Income Taxes"  in 1993.  SFAS No.109 required a change from the deferred 
method of accounting for income taxes of Accounting Principles Bulletin
("APB") Opinion 11 to the asset and liability method of accounting for income 
taxes.  Under the asset and liability method of SFAS No. 109, deferred tax 
assets and liabilities are recognized for the future tax consequences 
attributable to differences between the financial statement carrying amounts 
of existing assets and liabilities and their respective tax bases.  Deferred
tax assets and liabilities are measured using enacted tax rates expected to 
apply to taxable income in the years in which those temporary differences are 
expected to be recovered or settled.  Under SFAS No. 109, the effect on 
deferred tax assets and liabilities of a change in tax rates is recognized 
in income in the period that includes the enactment date.

Pension Plan
Pension costs, based on actuarial computations, are charged to expense and 
funded as incurred.  (See Note R "Pension Plan and Profit Sharing 401(k) 
Savings Plan"). 

Per Share Data
Per share data is computed based upon the weighted average number of common 
shares outstanding. The weighted average number of shares used in the 
calculation was 1,564,837 for 1995, 1,506,771 in 1994 and 1,506,612 in 1993.
 
Earnings per share, dividends per share and book values per share have been 
restated to reflect a two for one stock split which was approved by the Board 
of Directors in February, 1994, and became effective March 16, 1994.

Use of Estimates
The preparation of financial statements in conformity with generally accepted 
accounting principles requires management to make estimates and assumptions 
that affect the reported amounts of assets and liabilities, disclosure of 
contingent assets and liabilities at the date of the financial statements, and 
the reported amount of revenues and expenses during the reporting period.  
Actual results could differ from these estimates.  Estimates are used when 
accounting for allowance for loan losses, realization of deferred tax assets, 
fair values of certain assets and liabilities, determination and carrying 
value of impaired loans, carrying value of other real estate, carrying value 
and amortization of intangibles, and employee benefit plans.
 
Reclassifications
Certain prior year financial information has been reclassified to conform to 
the presentation in 1995.

Note B-BRANCH ACQUISITION
On December 8, 1994, the Company, through its subsidiaries Columbus National
Bank ("CNB") and American Mortgages, Inc., ("AMI"), acquired certain assets 
and assumed certain liabilities of Buckeye Savings Bank ("Buckeye"), a wholly 
owned subsidiary of Crown Bank, F.S.B., headquartered in Casselberry, Florida.


NOTES TO CONSOLIDATED               American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

CNB assumed liabilities totalling $46.5 million, including deposits totalling 
$46.4 million, and purchased the premises and equipment of the St. Clairsville 
and Steubenville, Ohio branch offices of Buckeye.  CNB also acquired assets 
with a fair value of $50.2 million, including loans (primarily mortgage loans) 
totalling $47.9 million, including $0.4 million allowance for loan losses.  
CNB paid a $916,000 premium based on core deposits. The premium based on core 
deposits is being amortized over a period of eight years.

AMI acquired the mortgage servicing rights to loans totalling $81.6 million 
for $570,000 and certain fixed assets totalling $210,000.

Note C-CASH AND DUE FROM BANKS
The subsidiary banks of the Company are required to maintain with a Federal 
Reserve bank reserve balances based principally on deposits outstanding.  
Balances maintained are included in cash and due from banks.  The required 
reserves were approximately $300,000 at December 31, 1995 and December 31, 
1994.


Note D-INVESTMENT SECURITIES

Securities Available for Sale

The amortized cost and approximate market value of investment securities 
available for sale at December 31, 1995 and 1994 is summarized as follows:

                                                      1995                      
                                                Gross       Gross  
                                   Amortized  Unrealized  Unrealized   Market
                                     Cost        Gains      Losses      Value  
United States Treasury . . . . . .$18,405,901 $  37,418  $  73,818   $18,369,501
United States Federal agencies . . 16,800,763    66,736     88,762    16,778,737
United States agency mortgage-
 backed securities.                25,891,941    21,305    356,091    25,557,155
States and political subdivisions.  1,882,261   276,089        141     2,158,209
Other. . . . . . . . . . . . . . . .   10,000         -          -        10,000
   Total Debt Securities . . . . . 62,990,866   401,548    518,812    62,873,602
Equity securities. . . . . . . . . .4,939,431   201,500          -     5,140,931
Total Securities 
 Available for Sale  . .          $67,930,297  $603,048   $518,812   $68,014,533

  

                                                      1994                     
                                                Gross       Gross  
                                   Amortized   Unrealized Unrealized   Market
                                     Cost        Gains      Losses      Value  
Equity securities. . . . . . . .  $ 3,224,431  $ 260,000  $      -   $ 3,484,431
Total Securities 
 Available for Sale  . . . .      $ 3,224,431  $ 260,000  $      -   $ 3,484,431


NOTES TO CONSOLIDATED                   American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

Securities Held to Maturity

The amortized cost and approximate market value of investment securities held 
to maturity at December 31, 1994 is summarized below.  There were no 
securities held to maturity at December 31, 1995.  
   
1994                                           
                                                 Gross       Gross 
                                   Amortized  Unrealized   Unrealized   Market 
                                      Cost       Gains       Losses     Value   
United States Treasury . . . .    $27,585,550  $  1,073   $  959,981 $26,626,642
United States Federal agencies . . 12,594,218       692      641,548  11,953,362
United States agency mortgage-
 backed securities                 35,907,079     1,533    2,328,772  33,579,840
States and political subdivisions. .2,092,405   163,856        6,522   2,249,739
Other. . . . . . . . . . . . . . .     10,000         -          664       9,336
   Total Investment Securities . .$78,189,252  $167,154   $3,937,487 $74,418,919

The amortized cost and approximate market value of debt securities at December 
31, 1995, by contractual maturity, are shown below.  Expected maturities will 
differ from contractual maturities because borrowers may have the right to 
call or prepay obligations with or without call or prepayment penalties.

                                                Amortized          Market
                                                 Cost              Value    
       Due in one year or less . .             $11,321,585      $11,365,400
       Due after one year through five years    20,644,627       20,551,239
       Due after five years through ten years.  15,816,984       15,874,219
       Due after ten years . . . .              15,207,670       15,082,744
                                               $62,990,866      $62,873,602


Proceeds from the sale of securities available for sale for the years ended 
December 31, 1995 and 1994 were $8,088,052 and $3,017,375, respectively. Gross 
realized gains on the sale of securities available for sale were $33,171 in 
1995 and $6,915 in 1994.  Gross realized losses on the sale of securities 
available for sale were $29,910 in 1995 and $4,281 in 1994.

There were no sales of investment securities held to maturity in 1995 and 1994. 
Proceeds from the sale of investment securities held to maturity, gross 
realized gains and gross realized losses for the year ended December 31, 1993 
were $19,205,084, $335,565 and $116,535, respectively. 

At December 31, 1995 the book value of securities pledged to secure public 
deposits or for other purposes required or permitted by law aggregated 
$17,370,000. 

NOTES TO CONSOLIDATED               American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

Note E-NONPERFORMING ASSETS
Nonperforming assets consist of nonaccrual loans, restructured loans, past due 
loans and other real estate owned. Nonaccrual loans are loans on which 
interest recognition has been suspended until realized because of doubts as to 
the borrowers' ability to repay principal or interest. Restructured loans are 
loans where the terms have been altered to provide a reduction or deferral of 
interest or principal because  of a deterioration in the financial position of 
the borrower. Past due loans are accruing loans which are contractually past 
due 90 days or more as to interest or principal payments. The following 
summarizes the nonperforming assets at December 31:

                                  1995          1994          1993    
  Nonperforming loans
   Nonaccrual. . . . . . .    $   790,000   $ 1,214,000   $ 2,188,000          
   90 days past due. . . .        609,000       766,000       601,000
   Restructured. . . . . .        666,000       610,000       709,000
                              $ 2,065,000   $ 2,590,000   $ 3,498,000
  Other real estate owned.        575,000       682,000       699,000
    Total. . . . . . . . . . .$ 2,640,000   $ 3,272,000   $ 4,197,000

There were no commitments to advance additional funds to such borrowers at 
December 31, 1995.  Gross interest income that would have been recorded if 
nonaccrual loans and restructured loans had been current and in accordance 
with their original terms approximated $85,000, $140,000 and $211,000 for the 
years ended December 31, 1995, 1994 and 1993, respectively.  Interest 
recognized on such loans approximated $21,000, $8,000 and $18,000 for the 
years ended December 31, 1995, 1994 and 1993, respectively.


Note F-RELATED PARTY TRANSACTIONS
At December 31, 1995, receivables, both direct and indirect, from persons 
related to the Company and subsidiaries as directors, executive officers or 
principal shareholders, exclusive of loans to such persons which in the 
aggregate do not exceed $60,000, approximated $1,750,000. Other changes 
reflect loans to persons which no longer exceed $60,000.  The following is an 
analysis of the activity with respect to such loans for the year ended 
December 31, 1995:

      Aggregate outstanding balance at January 1, 1995    $ 1,466,000
         Additions . . . . . . . . . . . . . .                390,000
         Retirements . . . . . . . . . . . . .               (200,000)
         Other changes . . . . . . . . . . . .                 94,000
      Aggregate outstanding balance at December 31, 1995  $ 1,750,000


NOTES TO CONSOLIDATED               American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

Note G-ALLOWANCE FOR LOAN LOSSES
 An analysis of the allowance for loan losses follows:

Years ended December 31,                     1995         1994        1993     
   Balance at beginning of year. . . . .   $3,736,994   $3,543,743  $3,681,120
    Allowance acquired in loan 
     purchase (see Note B) .                        -      410,763           - 
    Provision for loan losses. . . . .        105,000      215,000     844,361
    Loans charged-off. . . . . . . . .       (363,381)    (837,667) (1,333,960)
    Less recoveries. . . . . . . . . .        375,020      405,155     352,222
     Net loans (charged-off) recovered         11,639     (432,512)   (981,738)
   Balance at end of year. . . . . . . .   $3,853,633   $3,736,994  $3,543,743

Note H-MORTGAGE LOAN SERVICING
The unamortized cost of purchased mortgage servicing rights totalled $490,000 
and $570,000 at December 31, 1995 and 1994, respectively.

At December 31, 1995 and 1994 the Company was servicing loans for others 
amounting to $74,586,000 and $80,374,000, respectively.  In connection with 
these loans serviced for others, the Company held advances by borrowers for 
taxes and insurance in the amount of $1,311,000 at December 31, 1995 and 
$1,357,000 at December 31, 1994.
     
Note I-PREMISES AND EQUIPMENT
A summary of premises and equipment and accumulated depreciation and 
amortization follows:

December 31,                          1995            1994   
Premises and Equipment
 Buildings . . . . . . . . . . . . $ 6,664,298     $ 6,695,479
 Equipment . . . . . . . . . . . .   4,681,706       4,282,489
 Leasehold improvements. . . . .       743,464         479,556
                                    12,089,468      11,457,524
 Less accumulated depreciation
    and amortization . . . . . . .   5,779,089       5,262,285
                                     6,310,379       6,195,239
 Land. . . . . . . . . . . . . . .   2,636,905       2,477,475
                                   $ 8,947,284     $ 8,672,714

Depreciation and amortization of premises and equipment charged to expense for 
the years ended December 31, 1995, 1994 and 1993 was $604,000, $555,000 and 
$563,000 respectively.

NOTES TO CONSOLIDATED              American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

At December 31, 1995 the Company and certain subsidiaries were obligated under 
various noncancellable operating leases for premises and equipment. The 
leases, expiring at various dates to 2005, generally provide options to renew 
and to purchase at fair value and require payment of taxes, insurance and 
maintenance costs. Total rental expense for all operating leases for the years 
ended December 31, 1995, 1994 and 1993 was $643,000, $477,000 and $408,000 
respectively. Future minimum payments under operating leases were as follows 
at December 31, 1995:

           1996. . . . . . . . . . . .        $  535,000
           1997. . . . . . . . . . . .           288,000
           1998. . . . . . . . . . . .           270,000
           1999. . . . . . . . . . . .           144,000
           2000. . . . . . . . . . . .            78,000
           After 2000. . . . . . . . .           622,000   
           Total minimum lease payments  . . .$1,937,000  

Note J-NOTE PAYABLE, SHORT TERM AND LONG TERM BORROWINGS

Short Term Borrowings
The following summarizes the short term borrowings at December 31:

                                             1995          1994     
 Securities sold under 
  repurchase ageeements . . .             $ 2,355,000   $        -
 Treasury tax and loan notes . . . .          167,666       998,181
 Federal Home Loan Bank advances . . .     25,000,000    12,400,000
   Total short term borrowings . . . . .  $27,522,666   $13,398,181   

Securities subject to repurchase agreements are retained by the Company's 
custodian under written agreements that recognize the customer's interests in 
the securities.  The subsidiary banks have agreements with their respective 
Federal Reserve district banks to be authorized treasury tax and loan 
depositories.  The subsidiary banks, Wheeling National Bank ("WNB") and 
Columbus National Bank ("CNB") are members of the Federal Home Loan Bank (the 
"FHLB") in the Pittsburgh and Cincinnati districts, respectively. The FHLB 
advances mature in January, 1996.

The following table summarizes information regarding the Federal Home Loan 
Bank advances:

 Years ended December 31,                          1995            1994     
 Balance, end of year. . . . . . . . . .        $25,000,000     $12,400,000
 Weighted average interest rate, end of year .         5.76%           6.45%
 Average amount outstanding during the year. . . 20,277,006       2,270,137
 Weighted average interest rate during the year. . . . 6.08%           5.28%
 Maximum amount outstanding at any month end . . 25,000,000      12,400,000

NOTES TO CONSOLIDATED                American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

Notes Payable and Other Long Term Borrowings
The following summarizes notes payable and other long term borrowings at 
December 31:
 
                                              1995              1994     
 Variable rate note, due December 1996 .  $ 1,000,000      $  2,000,000
 Capitalized lease obligations . . .           47,124                 -
                                          $ 1,047,124       $ 2,000,000

The variable rate term note had a weighted average interest rate of 7.76% and 
9.93% at December 31, 1995 and 1994, respectively.

Note K-FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET RISK
In the normal course of business the Company enters into contractual 
commitments involving financial instruments with off-balance-sheet risk.  
These financial instruments include commitments to extend credit, commercial 
letters of credit and standby letters of credit. These instruments involve, to 
varying degrees, elements of credit and interest rate risk in excess of the 
amount recognized in the balance sheet.

The Company's exposure to credit loss in the event of nonperformance by the 
other party to the financial instruments for commitments to extend credit, 
commercial letters of credit and standby letters of credit is represented by 
the contractual amount of those instruments.  The Company uses the same credit 
policies in making commitments and conditional obligations as it does for 
on-balance-sheet instruments.  
 
Unless noted otherwise, the Company does not require collateral or other 
security to support financial instruments with off-balance-sheet risk.  A 
summary of off-balance-sheet financial instruments at December 31, 1995 and 
December 31, 1994 is as follows:

  Financial instruments whose contract amounts represent credit risk:

                                           Contract Amounts
                                        1995          1994     
  Commitments to extend credit. . .  $30,721,000   $21,045,000
  Standby letters of credit . .           96,000        96,000
  Commercial letters of credit.          778,000       533,000

Commitments to extend credit, approximately $453,000 at December 31, 1995 and 
$1,013,000 at December 31, 1994, of which are dealer floor plan lines, are 
agreements to lend to a customer as long as there is no violation of any 
condition established in the contract.  Commitments generally have fixed 
expiration dates or other termination clauses and may require payment of a 
fee.  Since many of the commitments, except dealer floor plan lines, are 
expected to expire without being drawn upon, the total commitment amounts do 
not necessarily represent future cash requirements.  The Company evaluates 
each customer's creditworthiness on a case-by-case basis.  The amount of 
collateral obtained, if deemed necessary by the Company upon extension of 
credit, is based on management's credit evaluation of the counterparty.  A 
majority of the commitments extended by the Company have either variable 
interest rates or are revolving credit card commitments which have a fixed 
interest rate.  An adverse movement in market interest rates is not deemed to 
be a significant risk on the outstanding commitments at December 31, 1995.

NOTES TO CONSOLIDATED             American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993


Standby letters of credit are conditional commitments issued by the Company to 
guarantee the performance of a customer to a third party.  Commercial letters 
of credit are issued by the Company specifically to facilitate trade or 
commerce.  The credit risk involved in issuing letters of credit is 
essentially the same as that in extending loan facilities to customers.

Note L-FAIR VALUE OF FINANCIAL INSTRUMENTS
SFAS No. 107 "Disclosures about Fair Value of Financial Instruments", 
requires that the Company disclose estimated fair values for its financial 
instruments.  Fair value estimates, methods and assumptions are set forth 
below for the Company's financial instruments.

Securities and Federal Funds Sold
The carrying amounts for federal funds sold approximate fair value as they 
mature in 90 days or less.  The fair value of investment and mortgage-backed 
securities is based on quotations from an independent investment portfolio 
accounting service.

Loans
Fair values are estimates for portfolios of loans with similar financial 
characteristics.  Loans are segregated by type and include commercial, real 
estate mortgage and installment loans.  Each loan category is further 
segmented into fixed and adjustable rate terms, for purposes of estimating 
their fair value.

The carrying values approximate fair value for variable rate loans which 
reprice frequently, provided there has been no change in credit quality since 
origination.  Book value also approximates fair value for loans with a 
relatively short term to maturity, provided there is little or no risk of 
default before maturity and the disparity between the current rate and market 
rate is small. Any mark-to-market adjustment for these short-term loans would 
be insignificant.  This estimation methodology is applied to the Company's 
demand loans, lines of credit and credit card portfolios.

The fair value of all other performing loans is calculated by discounting 
scheduled cash flows through the estimated maturity using the rates currently 
offered for loans of similar remaining maturities.  The estimate of maturity 
is based on the Company's historical experience with repayments for each loan 
classification, modified, as required, by an estimate of the effect of current 
economic and lending conditions.  The fair value reflects market prepayment 
estimates.

NOTES TO CONSOLIDATED             American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

 
The fair value of nonperforming loans is calculated by discounting carrying 
values adjusted for specific reserve allocations through anticipated maturity 
using estimated market discount rates that reflect the credit and interest 
rate risk inherent in the loan.

The installment loan portfolio includes credit card loans.  The fair value 
estimate of credit card loans is based on the value of existing loans at 
December 31, 1995.  This estimate does not include the value that relates to
estimated cash flows from new loans generated from existing cardholders over 
the remaining life of the portfolio.

Deposits and Other Liabilities
Under SFAS No. 107, the fair value of deposits with no stated maturity, such 
as demand and savings accounts, is equal to the amount payable on demand as of 
December 31, 1995.  The fair value of time deposits is based on the discounted 
value of contractual cash flows.  The discount rate is estimated using the 
rates currently offered for deposits of similar remaining maturities.

Borrowings
The Company's short-term and long-term borrowings are variable rate, thus fair 
values are based on carrying amounts since these borrowings reprice frequently 
as market rates change.

Off-Balance-Sheet Financial Instruments
The Company's off-balance-sheet financial instruments are comprised of 
commitments to extend credit, 90% of which are lines of credit and credit 
cards.  These commitments to extend credit generally are not sold or traded 
and estimated fair values are not readily available.  The fair value of 
commitments to extend credit can be estimated by discounting the remaining 
contractual fees over the term of the commitment using the fees currently 
charged to enter into similar agreements.  Considering the current economic 
environment and the creditworthiness of the counterparties in the portfolio, 
the Company believes that such a calculation would not indicate a material 
calculated fair value.

Limitations
Fair value estimates are made at a specific point in time, based on relevant 
market data and information about each financial instrument.  These estimates 
do not reflect any premium or discount that could result from offering for 
sale at one time the Company's entire holdings of a particular instrument.  
Because no market exists for a significant portion of the Company's financial 
instruments, fair value estimates are based on judgments regarding future 
expected loss experience, current economic conditions, risk characteristics 
of various financial instruments and other factors.  These estimates are 
subjective in nature and involve uncertainties and matters of significant 
judgment and, therefore, cannot be determined with precision.  Changes in 
assumptions could significantly affect the estimates.

Fair value estimates are based on existing financial instruments without 
attempting to estimate the value of anticipated future business and the value 
of assets and liabilities that are not considered financial instruments.  
Other significant assets that are not considered financial assets include 
property, plant and equipment.

NOTES TO CONSOLIDATED             American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993


The following table represents carrying values and estimated fair values of 
the Company's financial instruments as of December 31, 1995 and 1994:

                                     1995                     1994             
                           Carrying      Estimated    Carrying     Estimated
                            Value        Fair Value     Value       Fair Value
FINANCIAL ASSETS
 Federal Funds Sold. . . $ 11,469,000  $ 11,469,000  $  3,924,000  $  3,924,000
 Investment Securities
    available for sale .   68,014,533    68,014,533     3,484,431     3,484,431
 Investment Securities
    held to maturity . . . .        -             -    78,189,252    74,418,919

 Loans Receivable:
  Commercial . . . . . .   64,951,306    64,410,657    52,929,805    51,997,428
  Real Estate Mortgage .  128,709,317   128,561,576   119,629,269   119,113,157
  Installment. . . . . .   56,711,400    55,552,463    56,306,670    55,499,243
    Total Loans. . . . .  250,372,023   248,524,696   228,865,744   226,609,828
  Allowance for 
    Loan Losses. . . .     (3,853,633)            -    (3,736,994)            -
                                                                              
     Net Loans . . . . .  246,518,390   248,524,696   225,128,750   226,609,828

FINANCIAL LIABILITIES
 Fixed Maturity Deposits (1)
   Time Deposits . . . .  134,607,590   135,642,531   118,405,219   118,646,212

 Short-term Borrowings . . 27,522,666    27,522,666    13,398,181    13,398,181
 Notes payable and other
         long-term debt.    1,047,124     1,047,124     2,000,000     2,000,000
                                                                              


(1) SFAS  No. 107 defines the estimated fair value of deposits with no stated 
maturity, which included demand deposits, money market and other savings 
accounts, to be equal to the amount payable on demand.  Therefore, the 
balances of the Company's $158.1 million and $173.9 million of such deposits 
at December 31, 1995, respectively, are not included in this table.


NOTES TO CONSOLIDATED           American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

Note M-STOCKHOLDERS' EQUITY
The Company has authorized 200,000 shares of $100 par value preferred stock 
issuable in series.  No shares of preferred stock were issued or outstanding 
at December 31, 1995 and 1994.

On December 31, 1994, the Company issued 58,225 shares of common stock through 
a stockholder rights offering with net proceeds to the Company of $839,000.   

Note N-DIVIDEND RESTRICTIONS
Dividends declared by the Company may be substantially provided from 
subsidiary bank dividends.  The payment of dividends by bank subsidiaries is 
subject to various restrictions imposed under banking regulations. For 
national banks, surplus in an amount equal to capital stock is not available 
for dividends and prior approval of the Comptroller of the Currency is required 
if total dividends declared exceed the total (defined) net profits from the 
beginning of the current year to the date of declaration, combined with the 
retained net profits of the preceding two years.  
                                                           
Note O-INCOME TAXES
Total income tax provision (benefit) for the three years ended December 31, 
1995 was allocated as follows:

                                               1995         1994         1993   
  Income from operations . . . . . .        $1,757,823   $  881,651   $ 999,152
  Shareholders' equity for the tax effect
    of net unrealized losses on securities
    available for sale . . . . . .            ( 38,349)           -           -
                                            $1,719,474   $  881,651   $ 999,152

The composition of the provision for income taxes from operations for the 
three years ended December 31, 1995 follows:

                                               1995         1994        1993    
Federal Income Taxes
     Current . . . . . . . . . . . .        $1,216,425   $1,023,837   $ 914,387
     Deferred. . . . . . . . . . .             301,680     (302,380)   (102,027)
     Provision for federal income taxes. . . 1,518,105      721,457     812,360 
State. . . . . . . . . . . . . . .             239,718      160,194     186,792 
   Provision for income taxes               $1,757,823   $  881,651   $ 999,152 


NOTES TO CONSOLIDATED               American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

The following is a  reconciliation of federal income tax expense to the 
amount computed at the statutory rate:

                                         1995     1994      1993    
Pre-tax income at statutory rate . . $1,635,397 $ 876,510 $ 941,665 
Increase (decrease) resulting from:
 Tax exempt income . . . . . . . .      (45,476)  (51,385)  (69,066)
 Dividends received deduction. . .      (30,940)  (30,940)  (30,940)
 Amortization of goodwill and 
   other intangibles.                    40,627    41,161    32,442
 State tax provision  (net of 
   federal tax benefit) . . . .         (81,503)  (54,466)  (61,741)
 Other . . . . . . . . . . .                  -   (59,423)        -
 Provision for federal income taxes. $1,518,105 $ 721,457 $ 812,360 

The tax effects of temporary differences that give rise to significant 
portions of deferred tax assets and liabilities as of December 31, 1995, 1994 
and 1993 consist of the following:
                                         1995      1994        1993    
Deferred tax assets:
 Loan loss reserves. . . . . . . .   $  772,573  $  822,621  $  896,030
 Equity securities . . . . . . .        236,980     217,090     305,490
 Investment securities . . . . .         38,349           -           - 
 Pension plan. . . . . . . . . .        242,799     207,599      47,799
 Cash basis accounting . . .                  -      55,157           -
 Real estate owned . . . . . . .          6,967      83,842           -
                                      1,297,668   1,386,309   1,249,319        
Deferred tax liabilities:
 Fixed assets. . . . . . . . . .        169,040     174,513     229,515
 Cash basis accounting . . . . . .      125,640           -       7,870
 Other . . . . . . . . . . . . .         43,199       8,566      22,684
                                        337,879     183,079     260,069
Net deferred tax asset before 
 valuation allowance . . . . . . .      959,789   1,203,230     989,250
Valuation allowance. . . . . . .        236,980     217,090     305,490
Net deferred tax asset . . . . . .   $  722,809  $  986,140  $  683,760

 
The net deferred tax asset recorded under SFAS No. 109 is expected to be 
realized through carryback to taxable income in prior years, future reversals 
of existing taxable temporary differences, and, to a lesser extent, future 
taxable income.  The valuation allowance increased in 1995 by $19,890 as a 
result of the decrease in equity securities market value.  In 1994, the 
valuation allowance decreased by $88,400 as a result of the increase in equity 
securities market value.  Since no net deferred tax benefit was recorded on 
the initial writedown of the asset, due to its capital nature, no tax expense 
was recorded in 1994 on its recovery.

NOTES TO CONSOLIDATED           American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

Note P-OTHER EXPENSES
Amounts included in other expenses are as follows for the years ended 
December 31, 1995, 1994 and 1993:

                                 1995        1994        1993   
Credit card expenses . . .   $  315,340  $  281,433  $  203,519
Data processing. . . . . .      389,533     246,397     277,802
FDIC assessment. . . . . .      429,066     615,326     710,427
Other real estate. . . . .        4,497     387,797     144,232
Postage. . . . . . . . . .      312,186     261,615     247,183
Professional fees. . . . .      640,832     556,158     548,882
Stationery and supplies. .      380,237     309,588     337,541
Taxes other than on income      356,259     266,140     293,922
Telephone. . . . . . . . .      272,546     225,583     216,354
Other (each less than 
     1% of income) . . . . .  1,555,674   1,257,123   1,169,298
                             $4,656,170  $4,407,160  $4,149,160

Note Q-CONTINGENCIES
The undercapitalized status of the Savings Association Insurance Fund ("SAIF") 
of the Federal Deposit Insurance Corporation ("FDIC") has resulted in the 
introduction of federal legislation to recapitalize the SAIF.  If enacted, the 
legislation would require Bank Insurance Fund ("BIF") members like CNB, who 
have participated in FDIC Act Section 5(d)(3) ("Oakar") transactions, to pay 
a one-time charge of between 75 and 85 basis points on 80% of Oakar deposits 
as of March 31, 1995.  This could result in a one-time assessment, based on 
total Oakar deposits of $46.5 million at March 31, 1995, of approximately 
$279,000 to $316,000, which would reduce net income by approximately $184,000 
to $209,000.

NOTES TO CONSOLIDATED             American Bancorporation & Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1993 and 1992

Note R-PENSION PLAN AND PROFIT SHARING 401(K) SAVINGS PLAN
Effective January 1, 1989, the Company established the American Bancorporation 
Pension Plan (the "Plan").  This non-contributory defined benefit plan covers 
all eligible employees of the Company and its banking and non-banking 
subsidiaries.  Benefits are based on employees' years of service and 
compensation. The following table sets forth the Plan's funded status as of 
December 31, 1995 and 1994:

                                           1995                1994       
Actuarial present value of 
accumulated benefits obligation:
     Vested. . . . . . . . . . . . . . .$ 1,476,327         $   935,656
     Non-vested. . . . . . . . . . . .            -                   -
                                        $ 1,476,327         $   935,656

Plan assets at fair value; 
  primarily marketable securities . . . $ 1,078,502         $ 1,173,289
Projected benefit obligation . . . . . . .1,476,327             935,656
Plan assets (less than) in excess 
  of projected benefit obligation. . . . . (397,825)            237,633
Unrecognized net transition asset. . .            -                   -
Prior service cost not yet recognized 
  in net periodic pension cost . . . . . . . . . .-                   -
Unrecognized net loss. . . . . . . . .            -             109,419
     (Accrued) prepaid pension costs . .$  (397,825)        $   347,052

Net pension costs, for the three years ended December 31, 1995, included the 
following components:
                                                                             
                                        1995        1994         1993    
Service cost - benefits earned 
   during the period . .              $      -    $      -     $       -
Interest cost on projected 
   benefit obligation                   66,253      65,832        72,392
Actual return on plan assets . . .     (41,162)        821           362 
Net amortization and deferral. . .     (39,854)    (83,867)     (111,121)
Net periodic pension cost. . . . . .  $(14,763)   $(17,214)    $ (38,367)


The discount rate used in determining the projected benefit obligation in 
1995, 1994 and 1993 was 6.25%, 5.75% and 5.75%, respectively.  The expected 
long-term rate of return on plan assets for each of the years ending in 1995, 
1994 and 1993 was 7.00%.  

The 1994 prepaid pension cost reflects the impact of a plan curtailment, as 
determined without consideration of any additional benefit obligation due Plan 
participants as a result of the claim discussed below,  resulting from the 
Company's freezing of benefits of the Plan.  Recognition of the prepaid 
pension cost and any related impact on the Statement of Operations resulting 
from the curtailment was deferred through December 31, 1994.


NOTES TO CONSOLIDATED               American Bancorporation & Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1993 and 1992

In 1993, due to the continuation of the claim noted below, the Company 
notified the plan participants that the planned termination of the Plan was 
rescinded; however, the amendment to freeze all benefit accruals and fully 
vest all participants in the benefits accrued to them as of December 31, 1992 
remains in effect at December 31, 1995.

A claim was made against the Plan during 1992 by a former employee (the 
"Claimant"), alleging additional benefits due him under the Plan.  The 
Administrator of the Plan denied the claim.  The Claimant filed an appeal 
which was also denied by the Administrator. Because a dispute existed over the 
computation of benefits, the Plan Administrator commenced a civil action in 
the United States District Court, seeking a declaratory judgment that the 
determination of the Plan Administrator that additional benefits were not due
under the terms of the Plan was correct.  The Claimant filed a Motion for 
Summary Judgment asserting a claim for additional benefits. The District Court 
granted the Claimant's Motion for Summary Judgment.  The Plan Administrator 
appealed this decision. Prior to the Court ruling on the appeal, all parties 
agreed as to the method of computing the benefit due the claimant.  The Court 
found that the computation was made pursuant to the pertinent Plan provisions 
and approved a joint motion by the parties to dismiss the action. As a result, 
during 1995 the Plan Administrator disbursed $141,135 to the Claimant to 
settle the aforementioned claim.  No amount of the disbursement was recognized 
in the 1995 statement of operations as the Company recorded a reserve of 
$500,000 in 1994 to recognize the liability for additional benefits due to 
Plan participants as determined based on the application of the Court's 
decision regarding the method of computing benefits to affected Plan 
participants.  The 1994 funded status as per the preceding table omitted the 
obligation for the additional liability pending the Court's final ruling.  The 
1995 funded status includes the obligation for the additional benefits due the 
remaining effected Plan benefits based on the application of the Court's final 
ruling.  Management believes appropriate liabilities, as reflected in the 1995 
funded status have been established to recognize the application of the 
Court's decision and expects to incur no further expense for this situation.

The Company sponsors a profit sharing 401(k) savings plan to which eligible 
employees are permitted to contribute up to fifteen percent of their salary to 
the plan each year.  The plan provides for matching contributions of the 
Company equal to 50% of employee contributions up to the first 6% of 
compensation. The Company may, at its discretion, make profit sharing 
contributions to the plan.  Plan participants are fully and immediately vested 
in Company matching contributions and fully vested in Company profit sharing
contributions after 5 years of service.  Company matching contributions for the 
years ended December 31, 1995, 1994 and 1993 amounted to $67,000, $49,000 and 
$52,000, respectively.

NOTES TO CONSOLIDATED              American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993 

Note S-PARENT COMPANY CONDENSED FINANCIAL INFORMATION 
AMERICAN BANCORPORATION (Parent Company Only)
BALANCE SHEET
December 31, 1995 and 1994              1995            1994     
ASSETS
 Cash and short-term investments .  $ 1,528,487     $ 1,090,778
 Due from subsidiaries . . . . .         56,428         107,255
  Investment in subsidiaries
  Banking. . . . . . . . . . . . .   26,732,262      25,508,021
  Non-banking. . . . . . . . . .      1,191,487       1,762,945
                                     27,923,749      27,270,966
 Premises and equipment - net. .         19,483          15,619
 Other assets. . . . . . . . . .        152,855         159,118
   Total Assets. . . . . . . . . . .$29,681,002     $28,643,736
 LIABILITIES
  Due to subsidiaries. . . . . .    $   339,251     $   190,439
  Other liabilities. . . . . . .        329,329         260,278
  Notes payable  . . . . . . . .      1,000,000       2,000,000
    Total Liabilities. . . . . .      1,668,580       2,450,717
 STOCKHOLDERS' EQUITY. . . . . . .   28,012,422      26,193,019
   Total Liabilities and  
     Stockholders' Equity . . . . . $29,681,002     $28,643,736


STATEMENT OF OPERATIONS (Parent Company)
Years ended December 31, 1995, 1994 and 1993              

                                         1995        1994        1993    
INCOME
 Dividends from banking subsidiaries  $2,000,000  $       -   $  470,925
 Reimbursement from subsidiaries .       357,984     354,000     327,250
 Interest income . . . . . . . . .        25,028      40,481      48,038
 Other income  . . . . . . . .               443         326         505
   Total income. . . . . . . . . .     2,383,455     394,807     846,718
EXPENSE
Interest expense . . . . . . . . .        96,363      13,059           - 
Other expenses . . . . . . . . . .       589,176     682,508     577,218
   Total expense . . . . . . . . .       685,539     695,567     577,218
                                       1,697,916    (300,760)    269,500
 Credit for income taxes . . . . .       (86,863)    (81,443)    (52,661)
                                       1,784,779    (219,317)    322,161 
  Equity in undistributed net income
        of subsidiaries. . . . . .     1,267,388   1,915,636   1,448,290 
NET INCOME . . . . . . . . . . . . .  $3,052,167  $1,696,319  $1,770,451 


NOTES TO CONSOLIDATED              American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS-CONTINUED
December 31, 1995, 1994 and 1993

STATEMENT OF CASH FLOWS (Parent Company)
Years ended December 31, 1995, 1994 and 1993                    
                                           1995          1994        1993     
Operating Activities:
  Net income. . . . . . . . . . . . . . .$3,052,167   $1,696,319   $1,770,451 
  Adjustments to reconcile net income to
     net cash from operating activities:                                        
  Depreciation and amortization. . .         51,803       52,305       53,263
    Equity in undistributed net income
     of subsidiaries after dividends . . (1,267,388)  (1,915,636)  (1,448,290)
    Net  decrease in due from 
      subsidiaries . . .                     50,827      (69,219)      (1,379)
    Net change in other assets 
      and other liabilities.. . . .         106,762       24,874     (127,420)
        Net cash provided (used) by 
          operating activities . . .      1,994,171     (211,357)     246,625
  Investing Activities:
    Purchase of premises and equipment      (10,439)      (4,266)           - 
    Net change in investment 
      in subsidiaries . . .                 432,000   (2,570,000)    (195,000)
        Net cash provided (used) by 
          investing activities.. .          421,561   (2,574,266)    (195,000)
 Financing Activities:
    Cash dividends paid. . . . . . . . .   (978,023)    (753,306)    (753,306)
    Proceeds from stockholder 
      rights offering                             -      839,236            -
    Net increase (decrease) in 
      notes payable . . .                (1,000,000)   2,000,000            -
        Net cash provided by 
          (applied to) financing 
           activities. . . . .           (1,978,023)   2,085,930     (753,306)
  Net increase (decrease) in 
    Cash and Cash Equivalents . . .         437,709     (699,693)    (701,681)

  Cash and Cash Equivalents 
    Beginning Balance. . .                1,090,778    1,790,471    2,492,152
  Cash and Cash Equivalents 
    Ending Balance                       $1,528,487   $1,090,778   $1,790,471

Cash paid during the year for:
   Interest. . . . . . . . . . . . . . . $   96,363   $   13,059   $        - 

The Parent Company paid no income taxes during 1995, 1994 or 1993.

NOTES TO CONSOLIDATED              American Bancorporation and Subsidiaries
FINANCIAL STATEMENTS
December 31, 1995, 1994 and 1993


Note T-SUMMARIZED QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

Quarters Ended                     (In thousands, except per share)

                                 Mar 31  June 30  Sept 30   Dec 31    Year  
1995
Interest income. . . . . . . . .$ 6,425  $ 6,679  $ 6,660  $ 6,732  $ 26,496
Interest expense . . . . . . . .  2,621    2,801    2,855    2,894    11,171
 Net interest income . . . . . .  3,804    3,878    3,805    3,838    15,325
Provision for loan losses. . . .     45       45       15        -       105
 Net interest income after
  provision for loan losses. . .  3,759    3,833    3,790    3,838    15,220
Other operating income . . . . .    381      420      441      438     1,680
Other operating expense. . . . .  3,082    3,052    2,925    3,031    12,090
 Income before income taxes. . . .1,058    1,201    1,306    1,245     4,810
  Provision for income taxes . .    388      439      478      453     1,758
   Net income. . . . . . . . . .$   670  $   762  $   828  $   792  $  3,052

Per common share
    Net income . . . . . . . . .$  0.43  $  0.49  $  0.53  $  0.50  $   1.95 


1994
Interest income. . . . . . . . .$ 4,732  $ 4,800  $ 5,126  $ 5,477  $ 20,135
Interest expense . . . . . . . .  1,718    1,685    1,778    2,008     7,189
 Net interest income . . . . . .  3,014    3,115    3,348    3,469    12,946
Provision for loan losses. . . .     80       45       45       45       215
 Net interest income after
  provision for loan losses. . .  2,934    3,070    3,303    3,424    12,731
Other operating income . . . . .    256      238      251      317     1,062
Other operating expense. . . . .  2,535    2,507    2,658    3,515    11,215
 Income before income taxes. . .    655      801      896      226     2,578
  Provision (credit) 
    for income taxes. .             243      300      344       (5)      882
   Net income. . . . . . . . .  $   412  $   501  $   552  $   231  $  1,696

Per common share
    Net income . . . . . . . .  $  0.27  $  0.33  $  0.37  $  0.16  $   1.13 



KPMG Peat Marwick LLP
Certified Public Accountants

One Mellon Bank Center     Telephone 412 391 9710           Telefax 412 391 8963
Pittsburgh, PA 15219       Telex 7106642199 PMM & CO PGH 


                          Independent Auditors' Report

To the Board of Directors and Shareholders of
American Bancorporation:

We have audited the accompanying consolidated balance sheets of American 
Bancorporation and subsidiaries as of December 31, 1995 and 1994, and the 
related consolidated statements of operations, stockholders' equity and cash 
flows for each of the years in the three-year period ended December 31, 1995. 
These consolidated financial statements are the responsibility of the 
Company's management.  Our responsibility is to express an opinion on these 
consolidated financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free of 
material misstatement.  An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements.  An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation.  We believe that our audits provide a reasonable 
basis for our opinion.

In our opinion, the consolidated financial statements referred to above 
present fairly, in all material respects, the financial position of American 
Bancorporation and subsidiaries at December 31, 1995 and 1994, and the results 
of their operations and their cash flows for each of the years in the 
three-year period ended December 31, 1995, in conformity with generally 
accepted accounting principles.

As discussed in note A to the consolidated financial statements, the Company 
adopted the provisions of the Financial Accounting Standards Board's Statement 
of Financial Accounting Standards No. 115, "Accounting for Certain Investments 
in Debt and Equity Securities," in 1994.


Pittsburgh, Pennsylvania
March 26, 1996


Member Firm of
Klynveld Peat Marwick Goerdeler

<TABLE>
American Bancorporation and Subsidiaries  
Five Year Selected Financial Data
($ in thousands, except per share data)

Consolidated Statement of Operations
<CAPTION>

For the years ended                         1995       1994       1993       1992       1991   
Interest income          
<S>                                       <C>        <C>        <C>        <C>        <S>                    
 Interest and fees on loans. . .          $ 21,929   $ 14,902   $ 14,590   $ 16,903   $ 20,893
 Interest on securities. . . .               4,197      4,721      5,513      6,034      5,518
 Interest on other short-term investments. .   370        512        467        578      1,090
                                            26,496     20,135     20,570     23,515     27,501
 Interest expense          
 Interest on deposits and borrowed funds    11,171      7,189      8,009     11,370     15,307
     Net interest income . . . .            15,325     12,946     12,561     12,145     12,194                                      
Provision for loan losses. . .                 105        215        844      3,159      2,250
     Net interest income          
      after provision for loan losses. .    15,220     12,731     11,717      8,986      9,944
Service charges and other income . . .       1,680      1,062      1,449      1,124        842
Other expenses          
 Salaries and employee benefits              5,319      4,933      4,428      4,368      3,887
 Other operating expenses. . .               6,771      6,282      5,969      6,452      6,022
                                            12,090     11,215     10,397     10,820      9,909
Income (loss) before income taxes. . .       4,810      2,578      2,769       (710)       877
 Provision (credit) for income taxes .       1,758        882        999       (269)       528
     Net income (loss) . . . .            $  3,052   $  1,696   $  1,770   $   (441)  $    349
Per common share*:          
     Net income (loss) . . . .            $   1.95   $   1.13   $   1.18   $  (0.29)  $   0.23
     Cash dividends. . . . . .            $   0.70   $   0.50   $   0.50   $   0.50   $   0.50
Average common shares outstanding (000's). . 1,565      1,507      1,507      1,507      1,507
Consolidated Balance Sheet Data          
Balance at year end          
 Total Assets. . . . . . . . . .          $353,995   $338,116   $276,390   $288,962   $294,176
 Earning Assets. . . . . . . . .           330,136    314,463    256,967    266,748    269,939
 Loans, net of unearned income .           250,372    228,866    150,523    158,978    176,965
 Deposits. . . . . . . . . . . .           292,665    292,341    248,040    261,001    262,264
 Notes payable and other long-term debt. . . 1,047      2,000          -          -      1,200
 Stockholders' equity. . . . .              28,012     26,193     24,158     23,141     24,336
Average Balances for years ended             
 Total Assets. . . . . . . . . .           348,655    284,845    278,669    293,383    293,937
 Earning Assets. . . . . . . . .           323,750    263,178    257,455    270,008    270,401
 Loans, net of unearned income .           243,043    164,405    153,277    165,024    182,636
 Deposits. . . . . . . . . . . .           293,415    252,916    250,504    262,957    262,215
 Long-term debt. . . . . . . .               1,091        167          -        800      1,200
 Stockholders' equity. . . . .              27,248     25,188     23,778     24,127     24,524
Consolidated Financial Ratios (as a Percent)          
 Net income to average assets                 0.88%      0.60%      0.64%      N/A        0.12%    
 Net income to average equity.               11.20       6.73       7.44       N/A        1.42
 Dividends to net income . . .               35.89      44.84      42.57       N/A      215.90 
 Average equity to average assets. .          7.82       8.84        8.53      8.22       8.34
 Average debt to average equity. . .          4.00       0.66        0.00      3.32       4.89

<F1>
*(Per share data has been retroactively restated for a two for one stock split 
which became effective March 16, 1994.)
</TABLE>

<TABLE>
Average Balances, Income and Expense, Yields and Rates

<CAPTION>
($ in thousands)                            1995                         1994                       1993                            
                                    Average  Revenue/  Yield/   Average   Revenue/  Yield/  Average  Revenue/  Yield/ 
                                    Balance   Expense   Rate     Balance   Expense   Rate   Balance   Expense   Rate  
INTEREST EARNING ASSETS
<S>                                <C>        <C>      <C>      <C>       <C>       <C>     <C>      <C>        <C>              
 Loans           
  Commercial . . . . . .           $ 59,497   $ 5,839    9.81%  $ 48,161  $ 4,052   8.41%   $ 44,827   $ 3,531   7.88%
  Real estate. . . . . .            127,107    10,457    8.23     64,114    5,416   8.45      50,956     4,764   9.35
  Installment-net. . .               56,439     5,215    9.24     52,130    4,880   9.36      57,494     5,937  10.33
  Fees . . . . . .                        -       418       -          -      554      -           -       358      -
   Total loans . . . . .            243,043    21,929    9.02    164,405   14,902   9.06     153,277    14,590   9.52
Investment securities
  Taxable. . . . . . .               73,644     4,052    5.50     85,509    4,558   5.33      87,918     5,301   6.03
  Tax-exempt . . . . .                1,979       145    7.29      2,246      163   7.26       2,603       212   8.16
   Total investment securities .     75,623     4,197    5.55     87,755    4,721   5.38      90,521     5,513   6.09
 Other short-term investments         5,084       370    7.28     11,018      512   4.64      13,657       467   3.42
   Total earning assets.            323,750    26,496    8.18    263,178   20,135   7.65     257,455    20,570   7.99
Non-interest Earning Assets
 Cash and due from banks . .         10,823                       11,024                      10,050
 Premises and equipment - net. .      8,752                        7,992                       7,989
Other assets . . . . .                5,330                        2,651                       3,175
                                     24,905                       21,667                      21,214
     TOTAL ASSETS. . . . .         $348,655                     $284,845                    $278,669
INTEREST BEARING LIABILITIES 
  Deposits
   NOW, Savings and MMDA .         $130,741   $ 3,491    2.67%  $127,626  $ 3,277   2.57%   $125,950   $ 3,684   2.92%
   Time. . . . . . . . .            130,742     6,307    4.82     96,392    3,753   3.89     100,270     4,261   4.25
     Total deposits. . .            261,483     9,798    3.75    224,018    7,030   3.14     226,220     7,945   3.51
  Short-term borrowings.             21,736     1,275    5.87      3,942      146   3.69       1,948        64   3.27
 Notes payable and   
    other long-term debt              1,091        98    8.97        167       13   7.84           -         -
 Total interest    
    bearing liabilities.            284,310    11,171    3.93    228,127    7,189   3.15     228,168     8,009   3.51
Non-interest bearing
   Demand non-interest bearing       31,932                       28,898                      24,284
   Other liabilities .                5,165                        2,632                       2,439
                                     37,097                       31,530                      26,723
 Stockholders' Equity. .             27,248                       25,188                      23,778
    TOTAL LIABILITIES AND
      STOCKHOLDERS' EQUITY . . .   $348,655                     $284,845                    $278,669          
     Net interest income                      $15,325                     $12,946                      $12,561

      Interest rate spread .                             4.25%                      4.50%                        4.48%

MARGIN ANALYSIS
 (as a % of Earning Assets)
 Interest income                                         8.18%                      7.65%                        7.99%
 Interest expense.                                       3.45                       2.73                         3.11
 Net interest income . .                                 4.73%                      4.92%                        4.88%

<F1>
Averages stated are month end average balances. Installment loans are stated 
net of unearned income. Average loans include nonaccrual loans. Yields do not 
reflect tax equivalent adjustments.
</TABLE>

MANAGEMENT'S DISCUSSION AND         American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
December 31, 1995, 1994 and 1993

Introduction
The discussion and analysis, when read in conjunction with the consolidated 
financial statements and accompanying notes, is designed to provide 
information relevant to an assessment of financialperformance and management's 
perception of significant events.

Summary
American Bancorporation recognized net income of $3,052,000 ($1.95 per share) 
in 1995, compared to net income of $1,696,000 ($1.13 per share) in 1994.  

The increase was the result of increases in net interest income and other 
income and a decrease in the provision for loan losses which were partially 
offset by an increase in other expenses.

At year end, the Company's assets totalled $353,995,000.  Deposits totalled 
$292,665,000 at year end.  Stockholders equity aggregated $28,012,000.

On December 8, 1994 the Company, through its subsidiaries CNB and AMI, acquired 
certain assets and assumed certain liabilities of Buckeye Savings Bank, a 
wholly owned subsidiary of Crown Bank, F.S.B., headquartered in Casselberry, 
Florida.  (See Note B "Branch Acquisition").
  
<TABLE>
MANAGEMENT'S DISCUSSION AND          American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
December 31, 1995, 1994 and 1993
 
                            RESULTS OF OPERATIONS
The discussion and analysis of the results of operations is focused on the 
three years ended December 31, 1995 and uses a format of consecutive year 
comparisons. Volume and rate variances contributing to change in net interest 
income are analyzed using adjusted month end average balances. Tax equivalency 
is not imputed in the calculation of yields. 

<CAPTION>
($ in thousands)     
Years ended December 31                                                      Change
                                1995      1994      1993        1995 - 1994          1994 - 1993     
                                                              Amount     %         Amount    %                   
<S>                           <C>       <C>       <C>        <C>        <C>        <C>      <C>    
                                                    
Interest income. . . . . .    $ 26,496  $ 20,135  $ 20,570   $  6,361   31.59%  
Interest expense . . . .        11,171     7,189     8,009      3,982   55.39       (820)   (10.24)
 Net interest income . .        15,325    12,946    12,561      2,379   18.38        385      3.06 
Provision for loan losses. . .     105       215       844       (110) (51.16)      (629)   (74.54)
 Net interest income after         
  provision for loan losses. . .15,220    12,731    11,717      2,489   19.55      1,014      8.65 
Other operating income .         1,680     1,062     1,449        618   58.24       (387)   (26.72)
Other operating expense. .      12,090    11,215    10,397        875    7.81        818      7.87 
 Income before income taxes. .$  4,810  $  2,578  $  2,769    $ 2,232   86.58%    $ (191)    (6.92)%
Average Volume
 Earning Assets. . . . . . .  $323,750  $263,178  $257,455    $60,572   23.02%    $5,723      2.22%
 Interest Bearing Liabilities. 284,310   228,127   228,168     56,183   24.63        (41)    (0.02)

Yield/Rate
 Earning Assets. . . .            8.18%     7.65%     7.99%
 Interest Bearing Liabilities.    3.93      3.15      3.51
 Spread. . . . . . . .            4.25      4.50      4.48
 Net Interest Margins.            4.73%     4.92%     4.88%
</TABLE>

<TABLE>
MANAGEMENT'S DISCUSSION AND         American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
December 31, 1995, 1994 and 1993

<CAPTION>
VOLUME AND RATE VARIANCES              
                                        1995 - 1994                      1994 - 1993          
                                 Increase/ (decrease) due to      Increase/ (decrease) due to     
($ in thousands)                 Volume      Rate      Net        Volume      Rate      Net       
<S>                             <C>        <C>       <C>          <C>        <C>       <C>                                      
Interest Income
 Loans . . . . . . . . . .      $ 7,096    $   (69)  $ 7,027       $ 1,029   $  (717)  $  312 
 Investment securities
  Taxable. . . . . . . .           (649)       143      (506)         (142)     (601)    (743)
  Tax-exempt . . . . . .            (19)         1       (18)          (27)      (22)     (49)
 Other short-term investments.     (352)       210      (142)         (101)      146       45 
   Total interest income .        6,076        285     6,361           759    (1,194)    (435)

Interest Expense
  NOW, Savings and MMDA. . .         81        133       214            48      (455)    (407)
  Time . . . . . . . . .          1,529      1,024     2,553          (161)     (347)    (508)
   Total interest expense         2,692      1,290     3,982           (27)     (793)    (820) 

  Net Interest Income. . .      $ 3,384    $(1,005)  $ 2,379       $   786   $  (401)  $  385

<F1>
The rate-volume variance has been allocated in proportion to the absolute value 
 attributed to each change.
</TABLE>

                                   Year ended December 31, 1995 
                             Compared to Year Ended December 31, 1994

Net Income. Net income for the year ended December 31, 1995 amounted to 
$3,052,000, compared to net income of $1,696,000 for the year ended December 
31, 1994. The increase was the result of increases in net interest income and 
other income and a decrease in the provision for loan losses which were 
partially offset by an increase in other expenses.

Net Interest Income. Net interest income before provision for loan losses for 
the year ended December 31, 1995 amounted to $15,325,000, an increase of 
$2,379,000 or 18.4%, as compared to the year ended December 31, 1994.  The 
increase resulted primarily from a $60,572,000 or 23.0% increase in average 
interest earning assets, which was partially offset by a 19 basis point 
decrease in the Company's margin.  The increase in average interest earning 
assets was primarily the result of assets acquired from Buckeye.

Interest Income. Total interest income for the year ended December 31, 1995 
amounted to $26,496,000, an increase of $6,361,000 or 31.6% as compared to the 
year ended December 31, 1994. The increase resulted primarily from a 
$60,572,000 increase in the average volume of earning assets and a 53 basis 
point increase in the average yield on earning assets.  Average loans 
outstanding increased $78,638,000 or 47.8% with average real estate loans 
increasing $62,993,000 or 98.3%, average commercial loans increasing 
$11,336,000 or 23.5% and average consumer installment loans increased 
$4,309,000 or 8.3%.  The average yield on loans decreased from 9.06% in 1994 
to 9.02% in 1995.  Average investment securities and other short-term 
investments outstanding decreased $18,066,000 or 18.3% while the average yield 
increased from 5.30% in 1994 to 5.66% in 1995.

Interest Expense. Total interest expense for the year ended December 31, 1995 
amounted to $11,171,000, an increase of $3,982,000 or 55.4%, as compared to 
the year ended December 31, 1994. The increase resulted primarily from a 
$56,183,000 or 24.6% increase in the average volume of interest bearing 
liabilities and a 78 basis point increase in interest rates paid on such 
liabilities. The increase in average interest bearing liabilities was 
primarily the result of liabilities acquired from Buckeye. Average NOW, money 
market and savings accounts increased $3,116,000 or 2.4%.  Average time 
deposits increased $34,350,000 or 35.6%.  Average non-interest bearing 
accounts increased $3,034,000 or 10.5% and represented 10.9% of average total 
deposits for the year ended December 31, 1995.

Provision for Loan Losses. The provision for loan losses for the year ended 
December 31, 1995 was $105,000, compared to $215,000 for the year ended 
December 31, 1994.  Net loans recovered  were $12,000 in 1995, compared to net 
loans charged-off of $433,000 in 1994.

Other Income. Other income for the year ended December 31, 1995 amounted to 
$1,680,000, an increase of $618,000 or 58.2%, as compared to the year ended 
December 31, 1994.  Net gains on sale of investment securities totalled 
$3,000 in 1995 and 1994.  Other (miscellaneous) income increased by $618,000, 
primarily due to increases in customer service fees and fees from mortgage 
loan servicing.

Other Expense. Total other expense for the year ended December 31, 1995 
amounted to $12,091,000, an increase of $876,000 or 7.8%, as compared to the 
year ended December 31, 1994. Salaries and employee benefits increased 
$387,000, or 7.8%.  Occupancy and equipment expense increased $240,000 or 
12.8%.  Other (miscellaneous) expenses increased $249,000 or 5.7%.

Provision for Income Taxes. The provision for income taxes for the year ended 
December 31, 1995 was $1,758,000, compared to  $882,000 for the year ended 
1994.  The increase was due to the increase in the Company's pre-tax income.


MANAGEMENT'S DISCUSSION AND       American Bancorporation and Subsidiaries 
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED  
December 31, 1995, 1994 and 1993



                         Year ended December 31, 1994 
                   Compared to Year Ended December 31, 1993

Net Income. Net income for the year ended December 31, 1994 amounted to 
$1,696,000, compared to net income of $1,770,000 for the year ended December 
31, 1993. The decrease was the result of an increase in other expenses, 
primarily due to a reserve established for probable pension expense (See Note
R "Pension Plan and Profit Sharing 401(k) Savings Plan"), and a decrease in 
other income which were partially offset by a decrease in the provision for 
loan losses and an increase in net interest income.

Net Interest Income. Net interest income before provision for loan losses for 
the year ended December 31, 1994 amounted to $12,946,000, an increase of 
$385,000 or 3.1%, as compared to the year ended December 31, 1993.  The 
increase resulted primarily from a $5,723,000 increase in average interest 
earning assets.

Interest Income. Total interest income for the year ended December 31, 1994 
amounted to $20,135,000, a decrease of $435,000 or 2.2% as compared to the 
year ended December 31, 1993.  The decrease resulted primarily from a 34 basis 
point decline in the average yield on earning assets, which was partially 
offset by a $5,723,000 increase in the average volume of earning assets.  
Average loans outstanding increased $11,128,000 or 7.3% with average real 
estate loans increasing $13,158,000 or 25.8% and  average commercial loans 
increasing $3,334,000 or 7.4%, while average consumer installment loans 
decreased $5,364,000 or 9.3%,  The average yield on loans decreased from 9.52% 
in 1993 to 9.06% in 1994.  Average investment securities and other short-term 
investments outstanding decreased $5,405,000 or 5.2%, and the average yield 
decreased from 5.74% in 1993 to 5.30% in 1994.

Interest Expense. Total interest expense for the year ended December 31, 1994 
amounted to $7,189,000, a decrease of $820,000 or 10.2%, as compared to the 
year ended December 31, 1993.  The decrease resulted primarily from a 36 basis 
point decline in interest rates paid on interest bearing liabilities. Average 
NOW, money market and savings accounts increased $1,676,000 or 1.3%.  Average
time deposits decreased $3,878,000 or 3.9%.  Average non-interest bearing 
accounts increased $4,614,000 or 19.0%  and represented 11.4% of average total 
deposits for the year ended December 31, 1994.

Provision for Loan Losses. The provision for loan losses for the year ended 
December 31, 1994 was $215,000, compared to $844,000 for the year ended 
December 31, 1993.  Net charged-off loans were $433,000 in 1994, compared to 
$982,000 in 1993, a decrease of 55.9%.  Net installment loans charged-off 
decreased $466,000 and net real estate loans charged-off decreased $123,000 
while commercial loans charged-off increased $41,000. 

MANAGEMENT'S DISCUSSION AND       American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
December 31, 1995, 1994 and 1993

Other Income. Other income for the year ended December 31, 1994 amounted to 
$1,062,000, a decrease of $387,000 or 26.7%, as compared to the year ended 
December 31, 1993.  Net gains on sale of investment securities totalled $3,000 
in 1994, compared to $219,000 in 1993.  Other (miscellaneous) income declined 
by $132,000, primarily due to gains on sale of assets recorded in 1993.

Other Expense. Total other expense for the year ended December 31, 1994 
amounted to $11,215,000, an increase of $818,000 or 7.9%, as compared to the 
year ended December 31, 1993. Salaries and employee benefits increased 
$505,000, or 11.4%, primarily due to the establishment of a $500,000 reserve 
for probable pension costs as previously discussed (See Note R "Pension Plan 
and Profit Sharing 401(k) Plan").  Occupancy and equipment expense increased 
$56,000 or 3.1%.  Other (miscellaneous) expenses increased $258,000 or 6.2%.

Provision for Income Taxes. The provision for income taxes for the year ended 
December 31, 1994 was $882,000, compared to  $999,000 for the year ended 1993.  
The decrease was due to the decrease in the Company's pre-tax income.


<PAGE>
MANAGEMENT'S DISCUSSION AND       American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
December 31, 1995, 1994 and 1993
FINANCIAL CONDITION

Loans
The Company's primary earning assets are loans, representing 70.7% of the 
total assets at December 31, 1995.  Loans increased $21,506,000 or 9.4% 
between 1994 and 1995 primarily due to improved demand in the commercial and 
real estate lending segments of the portfolio.  Loans increased $78,343,000 or 
52.0% between 1993 and 1994, primarily due to loans acquired from Buckeye.  At 
December 31, 1995 there were no concentrations of loans in any particular 
industry or in a group of related industries exceeding 10% of total loans. 

It is the policy of the Company to review each prospective credit in order to 
determine an adequate level of security or collateral to obtain prior to 
making the loan.  The type of collateral will vary and ranges from liquid 
assets to real estate.  Commercial business loans are made based on the 
financial ability of the borrower to repay the obligation and the appraised 
value of assets used as collateral.  Real estate construction loans are made 
with loan-to-value ratios generally below 75%.  Real estate mortgage loans
are made with loan-to-value ratios generally below 80% of the appraised value. 
The real estate is appraised at the time the loan is originated and is 
reappraised if the loan is placed on a classified status.  All consumer
installment loan requests are evaluated to determine the prospective borrowers 
ability and willingness to repay the obligation and their stability as a 
borrower.  Ability to repay is determined by comparing an applicant's monthly 
debt payment including the proposed loan payment with net monthly income.  The
resulting debt service to income ratio generally must be below 40%.  In 
addition, for consumer installment loans which require collateral, the Company 
will make advances up to 90% of the value on certain types of collateral.   
The table below sets forth loans by category at December 31, 1991 through 1995. 

TYPES OF LOANS
($ in thousands)                1995      1994      1993      1992      1991  
Commercial . . . . . . . .   $ 63,082  $ 51,818  $ 42,488  $ 44,697  $ 53,658
Real estate construction . . .  1,869     1,112     1,751     1,795     1,741
Real estate mortgage . .      128,709   119,629    53,417    49,524    50,186
Installment. . . . . . .       56,712    56,307    52,867    62,962    71,380
                             $250,372  $228,866  $150,523  $158,978  $176,965

Scheduled repayment and rate sensitivity of commercial loans and real estate 
construction loans is indicated as follows at December 31, 1995:

($ in thousands)          One Year    One to        Over        
                           or Less   Five Years   Five Years    Total   
Commercial . . . . . . .   $48,757    $ 4,020      $10,305    $ 63,082
Real estate construction . . 1,402        467            -       1,869
 Total . . . . . . . . .   $50,159    $ 4,487      $10,305    $ 64,951

For the commercial and real estate construction loans due after one year, 
$10,292,000 have a predetermined interest rate and $4,500,000 have a floating 
or adjustable interest rate.

MANAGEMENT'S DISCUSSION AND         American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS-CONTINUED
December 31, 1995, 1994 and 1993

Asset Quality
The following presents loans considered nonperforming and consequently 
detracting from asset quality:


NONPERFORMING ASSETS
($ in thousands) 
                                   1995    1994     1993    1992    1991 
Nonperforming loans
 Nonaccrual. . . . . . . . . .    $  790   $1,214   $2,188  $4,058  $2,775      
 90 days past due. . . . . . .       609      766      601     886   4,107
 Restructured. . . . . . . . .       666      610      709     509     311
    Total nonperforming loans. .  $2,065   $2,590   $3,498  $5,453  $7,193
Other nonperforming assets
 Other real estate owned . . .       575      682      699   1,049   1,540
    Total nonperforming assets .  $2,640   $3,272   $4,197  $6,502  $8,733

 Nonperforming loans as 
   a percent of loans .              0.8%     1.1%     2.3%    3.4%    4.1%
 Nonperforming assets 
      as a percent of total assets . 0.7%     1.0%     1.5%    2.3%    3.0%


The nonaccrual category represents loans on which interest recognition has 
been suspended until realized because the borrower's ability to repay 
principal or interest is in doubt. For loans not primarily secured by real 
estate or in the process of collection, the Company discontinues accrual when 
a loan is 90 days past due.  Real estate loans are placed on nonaccrual status 
when, in management's judgement, collection is in doubt or when foreclosure 
proceedings are initiated, which is generally 180 days past the due date.  
Although nominally performing, nonaccrual treatment may also be accorded on 
loans when information becomes available which suggests that more than normal 
risk of collection exists. Restructured loans are loans, the terms of which 
have been altered, to provide a reduction or deferral of interest or principal 
because of deterioration in the financial position of the borrower. Past due 
loans are loans contractually past due 90 days or more and not included 
elsewhere. 

Total nonperforming loans were $2,065,000 at December 31, 1995, as compared to 
$2,590,000 at December 31, 1994. Nonaccrual loans, restructured loans and 
loans 90 days past due, decreased by $525,000, $974,000 and $157,000, 
respectively.   The largest recovered loan at December 31, 1995 was $140,000.  
Of the $575,000 total other real estate owned, $570,000 represents former 
banking facilities.

<TABLE>
MANAGEMENT'S DISCUSSION AND         American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS-CONTINUED
December 31, 1995, 1994 and 1993

Allowance for Loan Losses
The Company's loan loss experience for the five years ended December 31, 1995 
is summarized as follows:

<CAPTION>
SUMMARY OF LOAN LOSS EXPERIENCE
($ in thousands)                        1995      1994       1993        1992      1991  
<S>                                  <C>        <C>        <C>         <C>       <C>                 
Balance at beginning of year . .     $  3,737   $  3,544   $  3,681    $  2,463  $  1,850
 Allowance acquired in loan 
   purchase (See Note B) . .                -        411          -           -         -
 Provision for loan losses . .            105        215        844       3,159     2,250
 Loans charged-off
  Commercial . . . . . . . . .             63        205        110         798       328
  Real estate mortgage . . . .             21        141        283         288       336
  Installment. . . . . . . . .            279        491        941       1,093     1,217
   Total loans charged-off . .            363        837      1,334       2,179     1,881
 Loans recovered
  Commercial . . . . . . . . .            101         93         39          43         5
  Real estate mortgage . . . .            108         25         44          12        27
  Installment. . . . . . . . .            166        286        270         183       212
   Total loans recovered . . .            375        404        353         238       244
    Net loans charged-off (recovered).    (12)       433        981       1,941     1,637
Balance at end of year . . . . .     $  3,854   $  3,737   $  3,544    $  3,681  $  2,463

Loans outstanding at December 31,.   $250,372   $228,866   $150,523    $158,978  $176,965
Average loans for the year ended .    243,043    164,405    153,277     165,024   182,636
Ratio of net charge-offs 
   to average loans. . .                 0.00%      0.26%      0.64%      1.18%      0.90%
Ratio of allowance to loans outstanding  1.54%      1.63%      2.35%      2.32%      1.39%
Ratio of provision to average loans. .   0.04%      0.13%      0.55%      1.91%      1.23%


The allowance for loan losses was equal to 1.54% of loans outstanding at year 
end 1995 and in management's judgment is adequate to absorb potential loan 
losses.  While management's on-going analysis includes, among other factors, 
the financial position of particular borrowers, results of internal loan 
reviews, past due loans and the Company's historical loss experience, future 
additions to the allowance may be necessary based on changes in economic 
conditions.  In addition, federal regulatory agencies, as an integral part of 
their examination process, periodically review the Company's allowance for 
loan losses.  Such agencies may require the bank to recognize additions to the 
allowance based on their judgments about information available to them at the 
time of their examination.
</TABLE>

<TABLE>
MANAGEMENT'S DISCUSSION AND          American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS-CONTINUED
December 31, 1995, 1994 and 1993

Securities                   
The following table summarizes the carrying value and weighted average yield 
of securities by type and maturity range at December 31, 1995:
<CAPTION>
                                                           After                After
                                                          One Year            Five Years
                                         Within          But Within           But Within           After
                                       One Year           Five Years          Ten  Years        Ten Years          Total          
                                    Amount     Yield   Amount    Yield     Amount   Yield    Amount   Yield    Amount   Yield
Securities Available for Sale
<S>                                 <C>        <C>     <C>        <C>     <C>       <C>      <C>        <C>    <C>       <C>   
U.S. Treasury Securities .          $ 8,913    5.07%   $ 9,457    5.16%   $     -      -%    $     -       -%  $18,370   5.12%
Federal agency obligations . . .      2,056    5.54     10,675    5.67     14,926   5.63      14,679    5.49    42,336   5.58
State and Municipal securities          391    8.65        414    6.24        948   9.78         405    8.28     2,158   8.56
Other. . . . . .                          5    5.50          5    5.50          -      -       5,141    5.61     5,151   5.61
   Total Carrying Value. .          $11,365    5.28%   $20,551    5.45%   $15,874   5.88%    $20,225    5.58%  $68,015   5.55%



The after ten year range of Federal agency obligations represents holdings of 
certificates of  participation in pools of residential mortgages. Principal 
repayment prior to maturity has not been reflected. The after ten year range 
of equity securities includes securities with no stated maturity.  Yields do 
not reflect tax equivalent adjustments.
</TABLE>

<TABLE>
Deposits
Summarized below are average deposit balances by type for the years ended 
December 31, 1995, 1994 and 1993. Also presented is the maturity distribution 
of time deposits in excess of $100,000 at each year end.


<CAPTION>
AVERAGE DEPOSITS                     1995                   1994                  1993                   
($ in thousands)              Amount     %    Rate     Amount     %    Rate   Amount     %     Rate 
<S>                        <C>        <C>    <C>    <C>        <C>     <C>  <C>        <C>     <C>                      
Demand noninterest bearing $ 31,932   10.9%     -%  $ 28,898   11.4%     -% $ 24,284   9.7%      -%
Interest bearing deposits 
 NOW Accounts. . . . .        26,409    9.0   2.34     24,849    9.8   2.36    24,791   9.9    2.68
 MMDA and savings accounts   104,332   35.6   2.75    102,777   40.7   2.62   101,159  40.4    2.98
 Time  . . . . . . . .       130,742   44.5   4.82     96,392   38.1   3.89   100,270  40.0    4.25
                             261,483   89.1   3.75    224,018   88.6   3.14   226,220  90.3    3.51
Total. . . . . . . . .      $293,415  100.0%  3.34%  $252,916  100.0%  2.78% $250,504 100.0%   3.17%
</TABLE>

MATURITY OF TIME DEPOSITS OVER $100,000     1995     1994      1993  
($ in thousands)                                                  
Within three months. . . . . . . .        $ 2,814  $ 2,844   $ 1,943
Three to six months. . . . . . . .          5,745    3,586     2,892
Six months to one year . . . . . .          5,625    3,461     2,320
After one year . . . . . . . . .            4,053    4,211     1,871
 Total . . . . . . . . . . . . . .        $18,237  $14,102   $ 9,026



MANAGEMENT'S DISCUSSION AND         American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS-CONTINUED
December 31, 1995, 1994 and 1993

Capital

Capital resources represent funds obtained externally through issuance of 
securities and internally through the retention of earnings.  Federal 
regulatory authorities define core ("Tier 1") capital to include common 
stockholders' equity and non-cumulative perpetual preferred stock, less 
certain intangible assets.  Supplementary ("Tier 2") capital includes core 
capital, allowance for loan losses, perpetual preferred stock and qualifying 
notes and debentures.  Capital adequacy is determined after consideration of 
a range of factors including organizational size, asset quality, consistency 
of earnings, risk diversification, management expertise and internal controls.

Banking organizations are required to meet capital adequacy guidelines 
established by federal regulators.  The Company and the Banks are subject to 
a risk-based capital framework and a minimum leverage ratio.  The regulatory 
minimum risk-based capital ratio is 8.0% (of which at least 4.0% should be a 
core component consisting of common stockholders' equity).  In addition, the 
Company and the Banks must meet a leverage capital ratio of 3.0% Tier 1 
capital to adjusted total assets.  The percentages established are minimums 
and most banks are required to maintain ratios at levels 100 to 200 basis 
points above the minimum and under certain circumstances may be required by 
federal regulators to maintain ratios at higher levels. 
 
At December 31, 1995 the Company's total risk-based capital ratio was 12.9% 
and its Tier 1 risk-based capital ratio was 11.6%, while total risk-based 
capital ratios for WNB and CNB were 13.6% and 10.9%, respectively, with Tier 1 
risk-based capital ratios of 12.3% and 9.6%, respectively.  At December 31, 
1995 the Company's leverage capital ratio was 7.4%, while the leverage capital 
ratios for WNB and CNB were 7.9% and 6.1%, respectively.

Liquidity

In banking, liquidity refers to the ability of an institution to procure or 
generate cash in order to fund operations, satisfy commitments, provide credit 
to customers and withstand contraction of deposits during varying economic 
conditions without disruption of service capabilities.

Liquidity depends upon confidence of customers and financial intermediaries 
and confidence is engendered by financial strength as demonstrated by 
profitability, asset quality and capitalization. The primary source of funds 
are deposits and to a lesser extent, amortization and prepayment of 
outstanding loans, maturing investment securities and borrowings from the FHLB 
of Pittsburgh and Cincinnati.  At December 31, 1995, money market assets and 
investment securities maturing in one year or less totalled $22.8 million.  
Short-term borrowings outstanding at December 31, 1995 totalled $27.5 million 
and certificates of deposit in excess of $100,000, which mature within one 
year or less, totalled $14.2 million or 4.8% of total deposits.

MANAGEMENT'S DISCUSSION AND        American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS-CONTINUED
December 31, 1995, 1994 and 1993


At December 31, 1995, the Parent Company had outstanding debt totalling 
$1,000,000 and had $1.5 million in liquid assets.  Dividends declared by the 
Company and funds to support parent company operations may be substantially 
provided from subsidiary bank dividends.  Various legal restrictions limit the 
ability of a bank subsidiary to finance or otherwise supply funds to its 
parent or certain of its affiliates (See Note N "Dividend Restrictions" to 
the consolidated financial statements).  Management believes that liquidity 
in banking and nonbanking operations is sufficient.

Asset/Liability Management (Interest Rate Sensitivity)

The objective of asset/liability management is to insulate an institution's 
rate spread from changes in interest rates and thus enable the institution to 
maintain satisfactory levels of net interest income in both rising and falling 
interest rate environments.  In order to meet this objective, the Company 
actively monitors the maturity or repricing relationship between its interest 
earning assets and interest bearing liabilities and endeavors to control the 
difference between such assets and liabilities maturing or repricing within 
one year to less than ten percent of its total assets.

The difference between rate sensitive assets and rate sensitive liabilities 
that mature or reprice within a given time period is referred to as the 
interest rate sensitivity gap.  A positive gap exists when rate sensitive 
assets exceed rate sensitive liabilities. This mismatch generally will 
enhance earnings in a rising interest rate environment and inhibit earnings 
when rates decline.  Conversely, a negative gap exists when rate sensitive 
liabilities exceed rate sensitive assets.  In this case, a rising interest 
rate environment generally will inhibit earnings and declining rates generally 
will enhance earnings.  The Company's interest rate sensitivity analysis at 
December 31, 1995, is presented in the table below.  In evaluating the 
Company's exposure to interest rate risk certain shortcomings inherent in this 
method of analysis must be considered.  For example, although certain assets 
and liabilities may have similar maturities or periods of repricing, they may 
react in different degrees to change in market interest rates.  Interest 
bearing demand deposits and savings deposits are presented as repricing within 
the earliest period as they are subject to immediate withdrawal and rate 
change.  However, these types of deposits have historically shown relatively 
stable balances and rates have generally changed in lesser degrees than other 
interest earning assets and interest bearing liabilities.
<TABLE>
MANAGEMENT'S DISCUSSION AND           American Bancorporation and Subsidiaries
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS - CONTINUED
December 31, 1995, 1994 and 1993
                                                                                                                                    


                                                    Days                                    Total
INTEREST RATE SENSITIVITY                   31         61         91      181       One Year     Over 
($ in thousands)                30          60         90        180     1 Year      or Less   One Year    Total                    
December 31, 1995
<S>                       <C>         <C>        <C>        <C>         <C>         <C>        <C>        <C> 
INTEREST EARNING ASSETS
  Loans. . . . . . . . .  $ 69,709    $  8,214   $  3,763   $ 11,906    $  25,429   $ 119,021  $131,351   $250,372
  Investment securities. .     998         801      2,017      1,995        5,555      11,366    56,649     68,015
  Other short-term 
    investments . .         11,469           -          -          -            -      11,469         -     11,469
   Total interest 
     earning assets . .     82,176       9,015      5,780     13,901       30,984     141,856   188,000    329,856
INTEREST BEARING LIABILITIES 
  Deposits
   Interest bearing demand .27,287           -          -          -            -      27,287         -     27,287
   Savings deposits. .      98,978           -          -          -            -      98,978         -     98,978
   Time deposits . . .      13,440       7,874     11,196     32,582       38,380     103,472    31,136    134,608
  Short-term borrowings     27,523           -          -          -            -      27,523         -     27,523
  Long-term debt . . .       1,000           -          -          -            -       1,000        47      1,047
Total interest bearing 
   liabilities .           168,228       7,874     11,196     32,582       38,380     258,260    31,183    289,443
 Non Interest Bearing 
   Sources-net. .                -           -          -          -            -           -    40,413     40,413
   Total Funding sources . 168,228       7,874     11,196     32,582       38,380     258,260    71,596    329,856

INTEREST SENSITIVITY GAP  $(86,052)   $  1,141   $ (5,416)  $ (18,681)  $  (7,396)  $(116,404) $116,404   $      -
CUMULATIVE INTEREST
       SENSITIVITY GAP . .$(86,052)   $(84,911)  $(90,327)  $(109,008)  $(116,404)  $(116,404) $      -   $      -

GAP/INTEREST EARNING ASSETS (26.09)%      0.35%     (1.64)%     (5.66)%     (2.24)%    (35.29)%   35.29%         -
CUMULATIVE GAP/INTEREST
        EARNING ASSETS . .  (26.09)     (25.74)    (27.38)     (33.05)     (35.29)     (35.29)        -          -

<F1>
At December 31, 1995, there were no outstanding financial futures, options or 
interest rate swap agreements.

</TABLE>
DIRECTORS


Jack O. Cartner, President
 Motrim Inc., Cambridge, OH  

Paul W. Donahie, President
 American Bancorporation, Wheeling, WV

The Honorable John J. Malik, Jr.
 Probate Court Judge, Belmont County, OH

Jay T. McCamic, Attorney at Law
 McCamic & McCamic, Wheeling, WV

Jeremy C. McCamic, Attorney at Law
 McCamic & McCamic, Wheeling, WV

Jolyon W. McCamic, Attorney at Law
 McCamic & McCamic, Wheeling, WV

Robert C. Mead, President
 American Mortgages, Inc.

John E. Wait, President
 Columbus National Bank, St. Clairsville, OH


OFFICERS
Jeremy C. McCamic, Chairman & CEO
Jolyon W. McCamic, Vice Chairman/Administration
Paul W. Donahie, President
Robert C. Mead, Chief Operating Officer
Brent E. Richmond, Executive Vice President, Secretary/Treasurer and 
            Chief Financial Officer
Jeffrey A. Baran, CPA, Assistant Controller
Linda M. Woodfin, Assistant Secretary


Paul W. Donahie, President
 Wheeling National Bank
John E. Wait, President
 Columbus National Bank   
Robert C. Mead, President
 American Mortgages, Inc.
Gail D. Haun, President
 American Bancdata Corporation



CORPORATE INFORMATION
            
Annual Meeting
The annual meeting of shareholders will be held in Wheeling, West    
Virginia at the corporate offices 1025 Main Street - Suite 800   Wheeling, 
West Virginia. The meeting will convene at 10:00 A.M. (E.D.S.T.)  May 15, 
1996.  All shareholders are invited to attend.

Stock Transfer Agent
 American Bancservices, Inc.
 1025 Main Street - Suite 800
 Wheeling, WV 26003

Stock Listing
 NASDAQ Symbol: AMBC
 Shares of American Bancorporation common stock are traded on the Nasdaq 
 Stock Market - National List.

Primary Market Makers
 Legg Mason Wood Walker, Inc.   Herzog, Heine, Geduld, Inc.
 Wheat First Securities, Inc.   Ferris Baker Watts, Inc.
 F. J. Morrissey & Co., Inc. 

Form 10K
Stockholders may receive a copy of American Bancorporation's 1995 10K Annual 
Report as filed with the Securities and Exchange Commission upon written 
request to Treasurer,   American Bancorporation, 1025 Main Street, Suite 800, 
Wheeling, WV 26003.      

Independent Certified Public Accountants
 KPMG Peat Marwick LLP 
 Pittsburgh, PA




 



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