<PAGE>
Exhibit 23.2
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration
Statement (Form S-8) for the Registration of 205,000 shares of common stock
dated October 3, 2000 pertaining to the National Bancshares Corporation of
Texas 1995 Stock Plan of our report dated March 18, 1999 (except for Note 2
as to which the date is April 19, 1999) with respect to the consolidated
financial statements of National Bancshares Corporation of Texas included in
its Annual Report (Form 10-K) for the year ended December 31, 1998, filed
with the Securities and Exchange Commission.
/s/ PADGETT, STRATEMANN & CO., L.L.P.
-------------------------------------
PADGETT, STRATEMANN & CO., L.L.P.
San Antonio, Texas
October 3, 2000.
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