TECHE BANCSHARES INC
10-K, 2000-03-28
STATE COMMERCIAL BANKS
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                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, DC   20549

                              FORM 10-K

[X] Annual report pursuant to section 13 or 15(d) of the Securities
   Exchange Act of 1934 (fee required)
            For the fiscal year ended December 31, 1999
                                 or
[ ] Transition report pursuant to section 13 or 15(d) of the
    Securities Exchange Act of 1934 (no fee required)

                Commission File Number    2-89561

                         TECHE BANCSHARES, INC.
       (Exact name of registrant as specified in its charter)

        Louisiana                            72-1008552

(State of incorporation)      (I.R.S. Employer Identification No.)

        606 S. Main Street, St. Martinville, Louisiana  70582
       (Address of principal executive offices)         (Zip code)

                            (318) 394-9726
        (Registrant's telephone number, including area code)


     SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                NONE

     SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:


                   Common Stock, $10.00 par value

Indicate by check mark whether the Registrant:  (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.


Yes  X    No

Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K (Section 229.405 of this chapter) is
not contained herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.   [X]

State the aggregate market value of the voting stock held by
nonaffiliates of the Registrant:  (Total number of shares held by
nonaffiliated:  See Part II, item 5.)
Indicate the number of shares outstanding of each of the
Registrant's classes of common stock, as of the latest practicable
date.

Common Stock, $10 par value, 27,925 shares outstanding as of
December 31, 1999



















































                 Documents Incorporated by Reference

Annual Report to Shareholders for the Year
  Ended December 31, 1999                      Parts I, II and IV

Definitive Proxy Statement for the 1999
  Annual Meeting of Shareholders                  Part IV










































                              FORM 10-K

                       TECHE BANCSHARES, INC.
                               PART I




Item 1. Business

General -

    Teche Bancshares, Inc. (Company) was organized during 1984 for
the purpose of operating as a one bank holding company.  As a
result, Teche Bank and Trust Company (Bank) was acquired by Teche
Bancshares, Inc. in a business combination accounted for as a
pooling of interests.  Teche Bancshares, Inc.'s sole source of
income is derived from the earnings and dividends of its
subsidiary, Teche Bank & Trust Company.

    Teche Bank and Trust Company is a Louisiana chartered state
bank engaged in the general banking business since September 27,
1969.  The Bank's main office is located in the primary business
district of St. Martinville, Louisiana.  The Bank has two branches.
One is located on the north side of town on the main thoroughfare.
The other branch is in Coteau, Louisiana.  The population of both
areas is largely rural and the economy is based on agriculture,
textiles and tourism.

    The City of St. Martinville is located in the south central
part of Louisiana.  The Bank's primary market area, the City of St.
Martinville, had a population of 7,965 in 1990.  Its general market
area, St. Martin Parish, Louisiana, had a population of 40,214 and
has not experienced substantial population growth over the past
several years.

    The community of Coteau is located twelve miles south of St.
Martinville in Iberia Parish.  The primary market area of the
Coteau Branch is the six mile circular radius from the branch that
is within Iberia Parish.  The population of the primary market area
is approximately 6,450 people.  There are no banks or branches of
other financial institutions located within the primary market
area.

Competition -

    There are two other banks and one savings and loan in the
Bank's primary market area.  Competition for loans and deposits is
intense among the financial institutions in the area.






    In the Bank's general market area there are five other banks
and two domestic savings and loan institutions aggressively
pursuing loans, deposits and other accounts.  Below is a list of
banks and savings institutions having offices in St. Martin Parish
with their total deposits as of December 31, 1999:

                 Bank                       Thousands of Dollars

Farmers-Merchants Bank and Trust                      $104,046
First Louisiana National Bank                           75,001
Iberia Bank                                             12,687
MidSouth National Bank                                  32,077
St. Martin Bank and Trust                               91,573
Teche Bank and Trust Co.                                40,185
Teche Federal Savings Bank                              24,797

  Total parish bank deposits                          $380,366
                                                      ========

Regulation -

    As a bank holding company, Teche Bancshares, Inc. is subject to
the Bank Holding Company Act of 1956, as amended (the "Act").  The
Act subjects Teche Bancshares, Inc. to supervision and regulation
by the Federal Reserve Board, which includes periodic examinations
and the obligation of Teche Bancshares, Inc. to file semi-annual
and annual reports with the Federal Reserve Board.  The Act
requires prior approval by the Federal Reserve Board for
acquisitions of more than 5 percent of the voting shares or
substantially all of the assets of any bank or bank holding
company.  The Act prohibits Teche Bancshares, Inc. from engaging in
any business other than banking or bank-related activities
specifically allowed by the Federal Reserve Board.  The Act also
prohibits Teche Bancshares, Inc. and its subsidiary from engaging
in certain tie-in arrangements in connection with the extension of
credit, the lease or sale of property or the provision of any
services.  Under Title VI of the Financial Institutions, Reform,
Recovery and Enforcement Act of 1989, the Act has been amended to
authorize bank holding companies to acquire savings and thrift
institutions without tandem operations restrictions.  Teche
Bancshares, Inc.'s one banking subsidiary ("The Bank") is subject
to a variety of regulations concerning the maintenance of reserves
against deposits, limitations on the rates that can be charged on
loans or paid on deposits, branching, restrictions on the nature
and amounts of loans and investments that can be made and limits on
daylight overdrafts.  The Bank is regulated by the Federal Deposit
Insurance Corporation.

    The Bank is limited in the amount of dividends they may
declare.  Prior approval must be obtained from the appropriate
regulatory authorities before dividends can be paid by the Bank to
Teche Bancshares, Inc. if the amount of adjusted capital, surplus
and retained earnings are below defined regulatory limits.  The
Bank is also restricted from extending credit or making loans to or
investments in Teche Bancshares, Inc. and certain other affiliates
as defined in the Federal Reserve Act.  Furthermore, loans and
extensions of credit are subject to certain other collateral
requirements.

    The Federal Reserve Board has established guidelines with
respect to the maintenance of appropriate levels of capital by
registered bank holding companies and banks.

    "Primary capital" for this purpose includes common stock,
surplus, undivided profits, contingency and other capital reserves,
and the allowance for loan losses.  "Total capital" consists of
primary capital plus secondary capital, which includes certain
limited-life preferred stock and long-term debt that meets certain
maturity and preference ranking criteria.

    In January, 1989, the Federal Reserve Board issued risk-based
capital guidelines to assist in the assessment of the capital
adequacy of bank holding companies and banks.  These guidelines
include a new definition of capital and a framework for calculating
risk-weighted assets by assigning assets and off-balance sheet
items to broad risk categories.  The risk-based capital guidelines
also establish a schedule for achieving the minimum supervisory
standards and provide for transitional arrangements during a
phase-in-period (beginning year end 1990) to facilitate adoption
and implementation of the measure at the end of 1997.

    The table below indicates the Bank's capital measures at
December 31, 1999.  The bank meets the risk-based capital
guidelines at December 31, 1999 as follows:

                                              Regulatory    Bank's
                                             Requirement    Capital


Risk-based capital ratios:
  Tier 1                                          4.0%      16.9%
                                                 =====      =====
  Tier 2                                           - %       1.0%
                                                 =====      =====
  Total risk-based capital ratio                  8.0%      17.9%
                                                 =====      =====













Additional Financial Information -
Average Balance Sheets:
(in thousands)
                                           December 31,
                                 1999          1998          1997
              ASSETS            ------        -----         ------

Cash and due from banks        $  1,905      $ 1,794       $ 1,725
Interest-bearing deposits
  in banks                           48          135             0
Investments securities:
  U. S. Treasury securities         400           524          903
  Federal agency securities      21,259        20,001       17,465
  States and political
    subdivisions                  1,166         1,218        1,026
  Other securities                  373           346          320
                                 ------        ------        ------
    Total investment securities  23,198        22,089        19,714

Federal funds sold                1,054         2,486           911
Loans, net of allowance
  for losses                     19,519        15,038        13,365
Bank premises, and equipment        771           712           720
Accrued interest receivable         336           320           303
Other real estate owned             226           230           103
Other assets                        275           350           466
                              ---------     ---------     ---------
    Total assets                $47,332       $43,154       $37,307
                              =========     =========     =========

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
  Deposits -
    Demand                      $ 6,885       $ 6,299       $ 5,709
    NOW and MMDA accounts         6,731         6,465         6,511
    Savings                       3,894         3,718         3,434
    Time (100,000 and over)      11,043        10,177         7,440
    Other time                   11,075        10,504        10,443
                                 ------        ------        ------
           Total deposits        39,628        37,163        33,537
  Federal funds purchased           131             3            38
  Other borrowed funds            3,197         1,957            0
  Securities repurchased            150             0            26
  Accrued interest payable          159           158           141
  Other liabilities &
    accrued expense                 407           507           564
                                 ------        ------        ------
     Total liabilities           43,672        39,788        34,306
                                 ------        ------        ------
Stockholders' equity:
  Common stock ($10 par value,
    100,000 shares authorized,
    28,125 shares issued
    and outstanding)                281           281           281
  Surplus                         1,139         1,139         1,139
  Undivided profits               1,881         1,587         1,222
  Paid in capital                   380           380           380
    Total stockholders' equity    3,681         3,387         3,022
  Less:  Treasury stock, at cost    (21)          (21)         (21)
                               --------      --------      --------
    Net stockholders' equity      3,660         3,366         3,001
                               --------      --------      --------

     Total liabilities and
       stockholders' equity     $47,332       $43,154       $37,307
                               ========      ========      ========









































Additional Financial Information (continued) -

Analysis of Net Interest Earnings Based on Average Amounts
Outstanding:
(in thousands)
                                           Year Ended December 31,
                                  1999          1998           1997
Interest earning assets:
  Interest-bearing deposits,
    in banks                      $ 48          $135       $     0
  Interest earned on interest-
    bearing deposits                 2             9             0
  Yield on interest-bearing
    deposits                       4.3%          6.7%           .0%
                                 ======        ======        ======

  U. S. Treasury and federal agency
    securities                  $21,659       $20,524       $18,368
  Interest earned on U. S. Treasury
    and federal agency securities 1,237         1,190         1,182
  Yield on U. S. Treasury and
    federal agency securities      5.7%          5.8%          6.4%
                                 ======        ======        ======

  Obligations of states and political
    subdivisions                 $1,165          $1,218      $1,026
  Interest earned on obligations of
    states and political
    subdivisions                     52              53          45
  Yield on obligations of states and
    political subdivisions          4.5%           4.5%        4.4%
                                  ======         ======      ======

  Other securities                 $373          $346         $320
  Interest/dividends earned
    on other securities              15            15           15
  Yield on other securities         4.1%         4.3%          4.5%
                                  ======       ======        ======

  Federal funds sold            $ 1,054       $ 2,486        $  911
  Interest earned on
    federal funds sold               53           132            48
  Yield on federal funds sold       5.0%         5.3%          5.3%
                                  ======       ======        ======

  Net loans                      $19,519      $15,038       $13,365
  Interest and fees
    earned on net loans            1,859        1,483         1,322
  Yield on net loans                9.5%         9.9%          9.9%
                                  ======       ======        ======

  Total interest earning assets  $43,819       $39,748      $33,990
    Interest earned on total
      interest-earning assets      3,218         2,883        2,612
    Yield on total interest-earning
       assets                       7.3%         7.3%          7.7%
                                  ======        ======       ======

Interest bearing liabilities:
  NOW and MMDA accounts           $6,731       $ 6,465       $6,511
  Interest paid on NOW AND MMDA
    accounts                         144           141          147
  Average rate on NOW AND MMDA
    accounts                        2.1%          2.2%         2.3%
                                  ======        ======       ======











































Additional Financial Information (continued) -

Analysis of Net Interest Earnings Based on Average Amounts
Outstanding (continued):
(in thousands)
                                          Year Ended December 31,
                                    1999          1998         1997

  Savings                        $ 3,894       $ 3,718       $3,434
  Interest paid on savings            77            74           68
  Average rate paid on savings      2.0%          2.0%         2.0%
                                  ======        ======       ======

  Time deposits - $100,000
    and over                     $11,043       $10,177      $ 7,440
  Interest paid on time deposits,
    $100,000 and over                538           525          387
  Average rate paid on time deposits,
    $100,000 and over               4.9%          5.2%         5.2%
                                  ======        ======       ======

  Other time deposits            $11,074       $10,503      $10,443
  Interest paid on other time
    deposits                         525           530          526
  Average rate paid on other time
    deposits                        4.7%          5.0%         5.0%
                                  ======        ======       ======

  Federal funds purchase           $131          $  3         $ 38
  Interest paid on federal funds
    purchased                         7             -            3
  Average rate paid on federal funds
    purchased                       5.5%          7.6%         6.9%
                                  ======        ======       ======

 Other borrowed funds              $3,197      $1,956         $  -
  Interest paid on other borrowed
   funds                              181         114            -
 Average rate paid on other
  borrowed funds                      5.7%        5.8%         0.0%
                                    ======      ======       ======

  Securities repurchased           $  150         $  -        $ 26
  Interest paid on securities
    repurchased                         8            -           2
  Average rate paid on securities
    repurchased                       5.1%        0.0%         6.5%
                                    ======      ======       ======

      Total interest bearing
        liabilities              $36,220      $32,823       27,891
      Interest paid on total interest
        bearing liabilities        1,480        1,384        1,132
      Average rate on total interest
        bearing liabilities         4.1%         4.2%         4.1%
                                  ======       ======       ======

      Net yield on interest-earning
        assets (net interest-
        earnings divided by total
        interest-earning assets     4.0%         3.8%        4.3%
                                  ======       ======      ======















































Changes in Interest Income and Expenses -

     The following table shows, for the periods indicated, the
change in interest income and interest expense for each major
component of interest-earning assets and interest-bearing
liabilities attributable to (i) changes in volume (change in volume
multiplied by old rate), (ii) changes in rates (change in rate
multiplied by old volume) and (iii) changes in rate/volume (change
in rate multiplied by the change in volume).  The change in
interest income or expense attributable to the combination of rate
variance and volume variance is included in the table, but such
amount has also been allocated between, and included in the amounts
shown as, changes due to rate and changes due to volume.  The
allocation of the change due to rate/volume variance was made in
proportion to the amounts due solely to rate variance and solely to
volume variance, which amounts are not included in the table.
Balances of non-accrual loans and related income recognized have
been included for computational purposes.  Yields of tax exempt
securities have not been computed on a tax equivalent basis.

                     Year Ended December 31,
                     (dollars in thousands)


                                           1996 v. 1997
                                      Increase (Decrease) Due to
                                 Volume   Rate  Rate/Volume  Total

Interest earnings assets:
  Increase (decrease) -
    Interest bearing deposits
      in banks                      -           -     -         -
    U. S. Treasury & Federal
      Agency Sec.                   64         17     1         82
    State and political
      subdivisions                   -         18    27         45
    Federal Funds sold             (21)         -     -        (21)
    Net loans                      216        (45)   (8)       163
      Total interest earning
        assets                     259        (10)   20        269

Interest-bearing liabilities:
  Increase (decrease) -
    NOW and MMDA accounts           31         5      1        37
    Savings                          4         -      -         4
    Time deposits, $100,000
      and over                      54         -      -        54
    Other time deposits              1         -      -         1
    Federal funds purchased          3         -     (1)        2
    Securities repurchased          (2)        1      -        (1)
    Notes payable - stockholder     (5)       (5)     5        (5)
      Total interest-bearing
        liabilities                 86         1      5        92
      Increase (decrease) in net
        interest income            173       (11)    15       177
                                  =====      ====  =====    =====


                                           1997 v. 1998
                                      Increase (Decrease) Due to
                                 Volume   Rate  Rate/Volume  Total

Interest earnings assets:
  Increase (decrease) -
    Interest bearing deposits
      in banks                        -         -     9         9
    U. S. Treasury & Federal
      Agency Sec.                   138      (110)  (13)       15
    State and political
      subdivisions                   8          1     -         9
    Federal Funds sold              83          -     -        83
    Net loans                      166          -     -       166
      Total interest earning
        assets                     395      (109)    (4)      282

Interest-bearing liabilities:
  Increase (decrease) -
    NOW and MMDA accounts           (1)       (7)     -        (8)
    Savings                          6         -      -         6

    Time deposits, $100,000
      and over                      142         -     -       142
    Other time deposits               3         -     -         3
    Federal funds purchased         (2)         -     -        (2)
    Securities repurchased          (2)        (2)    2        (2)
    Notes payable - stockholder      -          -     -         -
      Total interest-bearing
        liabilities                 146        (9)     2       139

      Increase (decrease) in net
        interest income             249      (100)    (6)      143
                                  =====      =====  =====    =====


                                           1998 v. 1999
                                      Increase (Decrease) Due to
                                 Volume   Rate  Rate/Volume  Total

Interest earnings assets:
  Increase (decrease) -
    Interest bearing deposits
      in banks                       (6)       (3)    2        (7)
    U. S. Treasury & Federal
      Agency Sec.                    66       (21)   (1)       44
    State and political
      subdivisions                   (2)        -     -        (2)
    Federal Funds sold              (76)       (7)    4       (79)
    Net loans                       444       (60)  (18)      366
      Total interest earning
        assets                      426       (91)  (13)      322

Interest-bearing liabilities:
  Increase (decrease) -
    NOW and MMDA accounts             6        (6)    -         0
    Savings                           4         -     -         4
    Time deposits, $100,000
      and over                       45       (31)    (3)      11
    Other time deposits              29       (32)    (2)      (5)
    Federal funds purchased          10         -     (3)       7
    Securities repurchased            -         -      8        8
    Notes payable - stockholder       -         -      -        -
    Other Borrowed Funds             72        (2)    (1)      69
      Total interest-bearing
        liabilities                 166       (71)    (1)      94

      Increase (decrease) in net
        interest income             260       (20)   (12)      228
                                  =====      =====  =====    =====


































Interest Sensitivity -

    The Company's policy for interest-rate sensitivity management
is to control the exposure of net interest income to interest rate
movements.  The relationship or gap between repricing dates of
interest-earning assets and interest-bearing liabilities must be
actively monitored and flexible enough to take advantage of
changes in market rates.  The Company follows such a policy and
responds to market change by adjusting the structure of the assets
and liabilities repricing within comparable time intervals.  This
enables the Company to respond to the volatility of interest rates,
and thereby capitalize on profit opportunities while minimizing
adverse changes in earnings.

    The following table reflects the year-end position (in
thousands) of the Company's interest-earning assets and
interest-bearing liabilities which can either reprice or mature
within the designated time periods.  The interest sensitivity gaps
can vary day-to-day and are not necessarily a reflection of the
future.  In addition, certain assets and liabilities within the
same designated time period may nonetheless reprice at different
times and at different levels.

                           After 1
                   Within  Year But  After 5  Non-interest
                   1 year  Within 5   Years     Earnings    Total

                 ASSETS

Cash and due
  from banks        $  -     $  -      $ -      $ 2,159    $ 2,159
Int. Bearing deposits
 in banks              89       -        -           -          89
Securities available
  for sale          7,037   10,425       308         -      17,770
Securities held
  to maturity         505    1,086        32         -       1,622
Other securities       -         -         -        387        387
Federal funds sold  1,475        -         -          -      1,475
Loans               7,175    6,712     8,685          -     22,572
Other assets           -        -         -       1,383      1,383
                  -------   -------   ------    -------    -------
    Total assets $ 16,281   $18,223  $ 9,025     $3,928    $47,457
                  =======   =======   ======    =======    =======

   LIABILITIES AND STOCKHOLDER'S EQUITY

Demand deposits     $  -     $  -       $ -     $ 7,109    $ 7,109
Interest-bearing deposits:
  NOW and MMDA's    1,927    4,497        -          -       6,424
  Savings           1,122    2,618        -          -       3,740
  Time, $100,000
    and over       10,377      916        -          -      11,293
  Other time        9,293    2,326        -          -      11,619

  Other borrowed
   funds              126      584       2,430       -       3,141
  Other liabilities     -       -         -         365        365
  Stockholder's equity  -       -         -       3,766      3,766
                  -------  -------     ------   -------    -------
    Total liabilities and
      stockholder's
      equity      $22,845  $10,942      $2,430  $11,240    $47,457
                  =======  =======      ======  =======    =======
Interest rate
  sensitivity gap $(6,564) $ 7,281     $6,595   $(7,312)
                   ======= =======     ======    =======










































Investment Portfolio -

     The following table indicates the composition of the Company's
investments (in thousands) at December 31, 1999, 1998 and 1997 and
shows the maturity distribution by carrying amount and yield (not
on a taxable equivalent basis) of the Company's investment
portfolio at December 31:
                                      1999
                       Amortized  Unrealized  Unrealized   Fair
                         Cost       Gains       Losses     Value

Securities available for sale:
  U.S. Government and
    Agency Securities   $ 2,298      $  -       $(54)   $  2,244
  Mortgage-backed
    securities           15,583        30        (87)     15,526
                         ------       ---        ----     ------
      Totals             17,881        30       (141)     17,770


Securities held to maturity:
  U.S. Government
    and Agency
    Securities                -          -         -           -
  State and Municipal
    Securities            1,153          5        (2)      1,156
Mortgage-backed
    Securities              469          -        (3)        466
                        -------        ---      ----      ------
      Totals              1,622          5        (5)      1,622


Other Securities            387         -          -         387
                        -------        ---       ----     ------
    Totals                  387         -          -         387

      Total securities  $19,890       $ 35      $(146)   $19,779
                        =======       ====      =====   ========

                                      1998
                       Amortized  Unrealized  Unrealized   Fair
                         Cost       Gains       Losses     Value

Securities available for sale:
  U.S. Government and
    Agency Securities   $ 2,399      $ 17        $ -    $  2,416
  Mortgage-backed
    securities           15,771       152         (5)     15,918
                         ------       ---        ----     ------
      Totals             18,170       169         (5)     18,334


Securities held to maturity:
  U.S. Government
    and Agency
    Securities              206        -           -         206
  State and Municipal
    Securities            1,273         27         -       1,300
Mortgage-backed
    Securities            4,104          7         -       4,111
                        -------        ---      ----      ------
      Totals              5,583         34         -       5,617


Other Securities            354        -           -         354
                        -------      ---        ----      ------
    Totals                  354        -           -         354

      Total securities  $24,107      $203         $ (5)  $24,305
                        =========    ====        =====   ========

                                      1997
                       Amortized  Unrealized  Unrealized   Fair
                         Cost       Gains       Losses     Value

Securities available for sale:
  U.S. Government and
    Agency Securities   $ 3,322      $ 35        $ (1)    $ 3,356
  Mortgage-backed
    securities           11,258       154         (10)     11,402
                         -------      ---        ----      ------

      Totals             14,580       189         (11)     14,758



Investment Portfolio (Continued) -
(in thousands)

Securities held to maturity:
  U.S. Government
    and Agency
    Securities              383       -           -          383
  State and Municipal
    Securities            1,176       18           -       1,194
  Mortgage-backed
    Securities            2,918       16         (13)      2,921
                        -------      ---        ----      ------
      Totals              4,477       34         (13)      4,498


Other Securities            343        -           -         343
                        -------      ---        ----      ------
    Totals                  343        -           -         343

      Total securities   $19,400     $223       $(24)    $19,599
                        =========    ====       =====    =======



Investment Portfolio (Continued) -

                                        1999
                                Due After     Due After
                       Due in    One Year     Five Years
                       One Year  But Before   But Before  Due After
                       or Less  Five Years    Ten Years   Ten Years


Securities available for sale:
  U.S. Government and
    Agency Securities   $    -     $ 2,244      $   -      $   -
  Mortgage-backed
    securities           7,037       8,181        308          -
                        ------       -----      -----       -----
      Totals             7,037      10,425        308          -

Securities to be held to maturity:
  State and municipal
    securities             287         867          -          -
  Mortgage-backed
    securities             218         219          -          32
                        ------       -----      -----       -----
      Totals               505       1,086          -          32

Other securities             -          -           -         387

  Total                 $7,542    $ 11,511     $  308      $  419
                        ======     =======     =======     ======

Weighted Average Yield

Securities available for sale:
  U.S. Government and
    Agency Securities      0.0%        6.0%          0.0%     0.0%
                          ======      ======       ======   =====

  Mortgage-backed
    securities             6.1%        5.0%          8.5%     0.0%
                          ======      ======       ======    =====

Securities to be held to maturity:
  State and municipal
    securities             4.4%        4.5%          0.0%     0.0%
                          ======      ======       ======    ======

 Mortgage-backed
   securities              6.8%        7.1%          0.0%     0.0%
                          ======      ======       ======    ======

Other securities           0.0%        0.0%          0.0%     4.1%
                          ======      ======       ======    ======

Yields on tax exempt obligations have not yet been computed on a
tax-equivalent basis.




















































Loan Portfolio Information -


Types of Loans:          1999     1998     1997     1996     1995

Real estate loans     $11,501  $ 7,032  $ 8,474   $ 7,292  $ 5,858
Commercial and
  industrial loans      8,594    7,128    2,560     2,630    2,412
Personal and
  consumer loans        2,689    2,381    2,897     3,006    2,702
All other loans            37       33       12        27       24
                       ------   ------    -----     -----    -----
  Totals               22,821   16,574   13,943    12,954   10,996
Less: Unearned income     (16)     (47)     (65)      (88)     (62)
      Allowance for
        loan losses      (233)    (173)    (171)     (158)    (161)
                       ------   ------    -----     -----    -----
         Net loans    $22,572  $16,354  $13,707   $12,709  $10,773
                      =======  =======  =======   =======  =======

Maturities and Sensitivities of Loans to Changes in Interest Rates
(in thousands)

                        Repricing  Repricing  Repricing  Repricing
                          in one   After one  After five  After
                         Year or   But Before but Before   Ten
                1999      less     five Years     Ten     Years

Real estate   $11,501    $   810     $2,942      $3,328     $4,421
Commercial and
  industrial    8,594      5,257      2,451         808         79
Personal and
  consumer      2,689      1,320      1,319          45          4
All other          37         37          -           -          -
              --------  --------    -------      ------     ------
    Totals    $22,821    $ 7,424     $6,712      $4,181     $4,504
             ========   ========    =======      ======     ======

All loans due after one year are at predetermined interest rates.
















Non-accrual, Past Due, Restructured and Impaired Loans:
(in thousands)
                                       December 31,   December 31,
                                          1999           1998

Non-accrual loans                         $ -            $ 11
                                          =====          =====
Restructured loans                        $ -            $  -
                                          =====          =====
Impaired loans                            $ -            $  -
                                          =====          =====
Accruing loans past due 90 days or more
  at year end                             $ 11           $ 49
                                          =====          =====

        The Bank's policy is to place loans on non-accrual whenever
it appears that interest will not be collected.  Management's list
of potential problem loans indicated a principal balance of
$193,231 as of December 31, 1999.

        At December 31, 1999, management believes that potential
problem loans with credit problems have been adequately reserved
for in the allowance for loan loss accounts.

        The Bank has taken an aggressive approach to consumer
lending yet management is still very conservative in making credit
decisions.  Management feels that by increasing the Bank's consumer
loan base, it can spread risk in the loan portfolio and increase
loan demand and profit margin at the same time.

Summary of Loan Loss Experience:
                                                   December 31,
                                                 1999       1998
Balance, beginning of year                      $ 173      $ 171

Provision added to operations                      60          -
                                                  ---        ---
Charge-offs:
  Personal loans                                    6          -
  Business loans                                    -         11
                                                  ---        ---
    Total Charge off's                              6         11
Recoveries:
  Personal loans                                    2          5
  Business loans                                    4          8
                                                  ---        ---
    Total Recoveries                                6         13

Net allowance activity                             60          2

Balance, end of year                            $ 233      $ 173
                                                =====      =====
Ratio of allowance activity during the period
  to average loans outstanding during the
  period                                         .31%        .01%
                                                =====       =====

     In determining the adjustments charged in operations,
management considered the overall risk of loan losses in its loan
portfolio, as well as considering the potential losses that might
be incurred on specific loans.

     Management does not allocate its allowance for loan loss by
asset category; however, in determining the balance of the
allowance for loan loss account, management considers the various
risks inherent with the Bank's loan portfolio, as well as specific
risk of certain loans.  The allowance for loan losses is
established through a provision for loan losses charged to
expenses.  Loans are charged against the allowance for loan losses
when management believes that the collectibility of the principal
is unlikely.  The allowance is an amount that management believes
will be adequate to absorb possible losses on existing loans
that may become uncollectible, based on evaluations of the
collectibility of loans and prior loan loss experience.  The
evaluations take into consideration such factors as changes in the
nature and volume of the loan portfolio, overall portfolio
quality, review of specific problem loans and current economic
conditions that may affect the borrower's ability to pay.

     Management approximates that the amount of charge-offs during
the next full year of operation will be as follows:

                         (in thousands)
     Real estate loans                       $    -
     Commercial & industrial                      -
     Personal & consumer                          5
     All other loans                              -
                                             ------
     Total                                   $    5
                                             ======


Deposits -

        See analysis of net interest earnings for average deposits
and average rate paid.  Non-interest bearing demand deposits have
not been included in the net interest earnings, because they do not
pay interest.  Therefore, the average interest rate paid would be
zero.  The average balances for the past three years can be found
on the average balance sheets.








Maturities of Time Certificates over $100,000 or More:

              December   Three    Over Three  Over Six   Over
                 31,     Months    Through    Through   Twelve
                1999     or less     Six       Twelve   Months

Time Certificates
  - $100,000
     or more  $11,293     $4,573    $1,444      $4,360     $ 916
               ======     ======    ======      ======     ======


Return on Average Equity and Assets -


                         December 31,   December 31,   December 31,
                              1999           1998           1997

Return on average assets      0.9%           0.9%           1.0%
                             =====          =====          =====

Return on average equity     11.2%          11.4%          11.9%
                             =====          =====          =====

Dividend payout ratio        10.2%          10.8%          11.6%
                             =====          =====          =====

Equity to asset ratio         7.8%           7.8%           8.4%
                             =====          =====          =====

Capital adequacy ratio        8.7%           8.3%           9.1%
                             =====          =====          =====

Item 2. Properties

    The main banking house is made of concrete and brick and has
3,200 square feet of working area.  The main banking house and
concrete parking lot are situated on three adjoining pieces of
property on the outskirts of St. Martinville, Louisiana.
The Bank also owns a piece of property on the outskirts of St.
Martinville, Louisiana, on which they have a branch made of
concrete and brick which has 1,660 square feet of working area.
The Coteau Branch is constructed of brick with 1,170
square feet of working area.  None of these properties carry a
mortgage.


Item 3. Legal Proceedings

    The Company is not involved in any legal actions.

Item 4. Submission of Matters to a Vote of Security Holders

    There were no matters submitted to a vote of security holders,
through the solicitation of proxies or otherwise during the fourth
quarter for calendar year ended December 31, 1999.


                              FORM 10-K

                       TECHE BANCSHARES, INC.
                               PART II

Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters

    Teche Bancshares, Inc.'s stock is not listed on any security
exchange, and is not registered with the National Association of
Security Dealers.  Due to the lack of an active trading market, the
Company does not have available information to furnish the high and
low sales price on the range of bid and asked quotations for
its stock.  However, based upon stock sales during the fourth
quarter of 1999, it is believed that the stock of the Company
trades for approximately $80.00 per share.  There can be no
assurance that the limited inquiries adequately reflect the high
and low bids on prices for the Holding Company's stock.

    At December 31, 1999, Teche Bancshares, Inc. had approximately
375 stockholders.

    Teche Bancshares, Inc. paid a dividend of $1.50 per share in
1999,1998 and 1997.  Future dividends paid by the Holding Company
will depend upon the Bank's ability to pay dividends, which is
restricted by applicable federal and state statutes.

    Teche Bank & Trust Company is a Louisiana state banking
corporation.  Applicable Louisiana law prohibits a state bank from
paying a dividend if its surplus remaining after payment of the
dividend would be less than half the aggregate par value of its
outstanding stock.  In addition, a state bank is required
to obtain the prior approval of the Louisiana Commissioner of
Financial Institutions before declaring or paying a dividend in a
given year if the total of all dividends declared and paid by the
state bank during the year would exceed the total of its
net profit for that year combined with the net profit from the
immediately preceding year.












Item 6. Selected Financial Data
(in thousands except per share)

                1999       1998       1997       1996       1995

Investment
  securities  $19,779   $24,271    $19,578    $18,961    $17,474

Loans          22,572    16,354     13,707     12,709     10,773

Deposits       40,185    38,097     33,721     32,375     30,516

Stockholders
  equity        3,766     3,878      3,242      2,847      2,533

Operating
  revenues      3,605     3,247      2,933      2,665      2,551

Net interest
  income        1,736     1,497      1,476      1,310      1,288

Provision for
  loan losses    (60)         -        (10)         -         -

Net income        411       387        363        325        337

Earnings
  per share     14.72     13.87      12.98      11.65       12.07

Total assets   47,457    45,283     37,305     33,552      33,470

Cash dividend:
  Per share      1.50      1.50       1.50       1.35        1.25
  Total            42        42         42         38          35




















Item 7.  Managements's Discussion and Analysis of Financial
Condition and Results of Operations

1999 IN REVIEW

Our net income for the years ended December 31, 1999, 1998 and 1997
was $411,164, $387,395, and $362,550, respectively.   Net income
increased $23,769 in 1999 from $387,395 for the year ended 1998.
Net income for 1998 increased $24,845 from $362,550 in 1997.
Earnings per common share were $14.72 for 1998, $13.87 for 1998,
and $12.98 for 1997.  Return on average assets and return on equity
was .9% and 11.2% for 1999.  Return on average assets and return on
equity was .9% and 11.4% for 1998.  For 1997, return on average
assets and return on equity was 1.0% and 11.9%.

Highlights for 1999 were as follows:

1.   For the year ended 1999, we increased our average total assets
     by 9.7 percent.  Average loans increased 30% over the  average
     of 1998.  This positive trend marks the eighth consecutive
     year of asset growth for Teche Bank.

2.   We completed our first full year of offering image checking
     statements to our customers.  This innovation has offered
     convenience to our clients and enabled us to provide superior
     customer service.

3.   During 1999, we completed our preparation for the year 2000
     date change.  As the result of the effort and planning of our
     employees, we did not encounter any year 2000 date change
     problems.

4.   After four years of operations, our Coteau office continues
     to be a thriving source of growth and profitability for the
     bank.   We are excited about the future of this location.

EARNINGS ANALYSIS

Net interest Income

The largest source of operating revenue for the Company is net
interest income.  Net interest income represents the difference
between total interest income earned on earning assets and total
interest expense paid on interest-bearing liabilities.  The amount
of interest income is dependent upon many factors including the
volume and mix of earning assets, the general level of interest
rates and the dynamics of changes in interest rates.  The cost of
funds necessary to support earning assets varies with the volume
and mix of interest-bearing liabilities and the rates paid to
attract and retain such funds.

During the year ended 1998, we borrowed $3,300,000 in amortizing
advances from the Federal Home Loan Bank.  These fixed rate
advances were used to offset fixed rate loans.  These funds give us
the ability to extend the maturities of our liabilities to better
match our liabilities with our long-term assets.  The average rate
obtained on all advances borrowed was 5.61%.

Net interest income was $1,675,882 in 1999, compared to $1,496,636
in 1998.  This change represents an increase of $179,246 over the
previous year.  We were able to increase our net interest income
for the year ended 1999 because of growth in the bank's total
loans.

Net interest income was $1,496,636 in 1998, compared to $1,466,454
in 1997.  This change represents an increase of $30,182 over the
previous year.  We were able to increase our net interest income
for the year ended 1998 because of growth in the bank's total loans
and investments.

Provision for Loan Losses

The provision for loan losses is the amount charged against current
earnings which management believes is necessary to maintain the
allowance at an adequate level at the time the charge is taken,
considering the watch list trends, net charge-off experience, size
of the loan portfolio and general economic conditions and trends.
During 1999, we added $60,000 to our reserve for loan losses to
assure that we had adequate reserves for the loan growth that we
experienced.  During 1998, no addition was made to our reserve for
loan losses.  During 1997, we added $9,999 to our reserve for loan
losses.  The allowance for loan loss at December 1999 was $233,021
or 1.02% of gross loans.

Other Income

Other income was $404,505 for 1999 as compared to $363,528 in 1998.
The increase in other income was mostly due to an increase in
income from service charges on demand deposit accounts, increases
in NSF fees and an increase in commissions on credit life.

Other income was $363,528 for 1998 as compared to $321,136 in 1997.
The increase in other income was mostly due to reductions in the
amount of deposit account charge-offs, an increase in income from
service charges on demand deposit accounts and a book gain from the
sale of other real estate owned.

Other Expenses

Other expenses were $1,484,040 for 1999 compared to $1,311,240 in
1998.  The increase in other expense was the result of increases in
salaries and employee benefits, occupancy expenses, data processing
expenses and other operating expenses.  Salaries and employee
benefits increased due to compensation increases made at the end of
1998.  The increase in occupancy expenses and data processing
expenses was due to depreciation and maintenance for a full year on
the new check sorter and image capture system.  Other operating
expenses increased due to increases in office supplies expenses and
the devaluation of other real estate owned by the bank.

Other expenses were $1,311,240 for 1998 compared to $1,268,905 in
1997.  The increase in other expense was the result of increases in
salaries and employee benefits, occupancy expenses, data processing
expenses and other real estate expenses.  Salaries and employee
benefits increased due to compensation increases made at the end of
1997.  The increase in occupancy expenses and data processing
expenses was due to depreciation and maintenance on the purchase of
a new check sorter and image capture system in the fourth quarter
of 1998.  Other real estate expenses increased due to the
maintenance of a commercial building that we owned for the entire
year of 1998.

Investments

During the first quarter of 1994 the Company adopted Statement of
Financial Accounting Standards No. 115, "Accounting for Certain
Investments in Debt and Equity Securities" (FAS 115).  This
pronouncement provides guidance regarding the appropriate
classification of debt and equity securities in a company's balance
sheet and also provides for the recognition of unrealized holding
gains and losses as a result of changes in the fair value of
securities available for sale.  The carrying value of securities
held to maturity continues to be amortized cost.  Securities
available for sale are now carried at their estimated fair value in
accordance with FAS 115.

The carrying value of securities available for sale at the end of
1999 was adjusted down $110,667 to reflect a decrease in market
value from amortized cost.  Securities held to maturity had a
market value less than amortized cost of $168 at year end.
Management considers the decrease in value of the securities
portfolio to be temporary in nature.

The carrying value of securities available for sale at the end of
1998 was adjusted upward $163,841 to reflect an increase in market
value over their amortized cost at that date.  Securities held to
maturity had a market value in excess of carrying value of $33,797
at year end.  Management considers the increase in value of the
securities portfolio to be temporary in nature.

Loans

At December 31, 1999, loans, net of allowance for loan losses and
unearned discount, were $22,571,970.  This was an increase of
$6,218,002 over $16,353,968 at the end of 1998.  Average loans
during the year 1999 were $19,518,893 up approximately $4,480,931
from the average of 1998.

At December 31, 1998, loans, net of allowance for loan losses and
unearned discount, were $16,353,968.  This was an increase of
$2,647,104 over $13,706,864 at the end of 1997.  Average loans
during the year 1998 were $15,037,962 up approximately $1,673,012
from 1997.

FINANCIAL CONDITION ANALYSIS

Deposits

At December 31, 1999 total deposits were $40,185,210 an increase of
$2,148,126 over that of the prior year end balance.  Average
deposits for the year ended 1999 were $39,627,441 as compared to
$37,162,877 in 1998.  Average deposits are up due to growth in our
local economy and growth from some of our larger depositors.

At December 31, 1998 total deposits were $38,097,084 an increase of
$4,376,456 over that of the prior year end balance.  Average
deposits for the year ended 1998 were $37,162,877 as compared to
$33,537,170 in 1997.  Average deposits are up, as mentioned
previously, due to growth in our local economy and growth from some
of our larger depositors.

Time deposits of $100,000 and greater were $11,292,855 at the end
of 1999, an increase of $953,814 over that of the prior year.  The
increase was due to increases in Public Funds from bids won during
the year and from growth from several of our larger depositors.  We
bid aggressively to get Public Funds when we can earn a spread on
these incremental funds.  We hold $2,000,000 in jumbo certificates
from the State of Louisiana.  Rates on these funds are attractive
compared to alternatives for funding.

Time deposits of $100,000 and greater were $10,339,041 at the end
of 1998, an increase of $2,551,311 over that of the prior year.
The increase was due to increases in Public Funds from bids won
during the year and from general growth in deposits.

Asset/Liability Management

The objective of asset/liability management is to maximize net
interest income while balancing liquidity and capital needs and
minimizing interest rate risk.  The Asset/Liability Committee
(ALCO) develops and reviews strategies which assist in the
achievement of the Bank's goals.  Strategies may include purchases
and sales of securities to alter maturities and yields, and changes
in the mix of earning assets and funding sources.

Changes in interest rates create interest rate risk.  Interest rate
risk is measured each month by using a static gap analysis.  Based
on the results of this model the ALCO committee determines the
appropriate strategies and goals to follow.

Liquidity is needed to meet the cash requirements for deposit
withdrawals and the funding of loans.  A stable base of funding
sources and an adequate level of assets readily convertible into
cash provide liquidity.  In order to maintain adequate liquidity,
management attempts to ladder the maturities and cash flows of its
investment portfolio so that cash flows will be available each year
to reinvest or to meet the liquidity demands of the bank.

Credit Risk Management

Teche Bancshares, Inc. manages its credit risk by maintaining high
credit underwriting standards and providing an adequate allowance
for loan losses.  We concentrate our lending to areas within our
geographic market in order to keep the cost of managing assets low
and in order to be informed of developments affecting our credits.
Our credit underwriting standards emphasize cash flow and repayment
ability and ensure that loans are properly structured and
collateralized.  An adequate allowance for loan losses provides for
losses inherent in the loan portfolio.

Nonperforming Assets

Nonaccrual loans and other real estate owned are included in
nonperforming assets.  As of December 31, 1999, nonperforming
assets were $217,320, a decrease of $22,956 from 1998.  As of
December 31, 1998, nonperforming assets were $240,276, a decrease
of $14,433 from 1997.    Nonaccrual loans at December 31, 1999,
1998 and 1997 were $0, $10,556, and $24,988, respectively.  Other
real estate owned was $217,320, $229,720 and $229,721 at December
31, 1999, 1998 and 1997, respectively.  The improvement in
nonperforming assets was accomplished through the reduction in non-
accrual loans and the write-down of other real estate owned.

Watch List

The Bank's watch list includes loans which, for management
purposes, have been identified as requiring a higher level of
monitoring.  These loans require monitoring due to conditions
which, if not corrected, could increase credit risk.  Watch list
loans totaled $227,555, $223,904 and $230,951 at December 31, 1999,
1998 and 1997, respectively.

Capital and Dividends

The Company's risk based capital ratios at December 31, 1999
significantly exceeded the minimum regulatory guidelines.  The
Company's leverage ratio was 8.11% and risk based capital was
17.9%, well above the regulatory minimums of 3%-5% and 8%.  The
Company's capital to asset ratio including the effect on capital of
mark to market changes in value of investments was 7.9% at December
31, 1999.  Teche Bancshares, Inc.'s sole source of funds from which
to pay dividends to stockholders is Teche Bank & Trust Company.
During 1999 Teche Bank & Trust Company declared and paid a dividend
to Teche Bancshares, Inc. of $41,887 which was paid to stockholders
in the form of a dividend.

Fourth Quarter Results

Net income for the fourth quarter of 1999, 1998, and 1997 was
$131,577, $80,466, and $83,933, respectively.  The increase in
income for the quarter was due to adjustments to estimates made
during the year, the book tax deduction associated with timing
differences on the bad debt reserve and increases in interest
income earned on loans that were booked earlier in the year.
Income before income tax for the quarter ended December 31, 1999
was $176,545 as compared to $123,636 for the same quarter ended
1998.

Year 2000

Thanks to the diligence of our employees and management, we did not
experience any significant disruptions with our computer systems as
the result of the year 2000 date change.









































Item 8. Financial Statements and Supplementary Data

    The audited financial statements of Teche Bancshares, Inc. are
presented on pages 29 to 66.


























                        TECHE BANCSHARES, INC.
                            AND SUBSIDIARY

                           Financial Report

                Years Ended December 31, 1999 and 1998






































                           TABLE OF CONTENTS




Page

INDEPENDENT AUDITOR'S REPORT                                    1


FINANCIAL STATEMENTS
  Consolidated balance sheets                                   2
  Consolidated statements of income                             3
  Consolidated statements of changes in stockholders' equity    4
  Consolidated statements of cash flows                         5
  Notes to consolidated financial statements                 6-28

SUPPLEMENTARY INFORMATION

  Consolidated schedules of other operating expenses            30
  Consolidating schedules -
    Consolidating balance sheet                                 32
    Consolidating statement of income                           33
    Consolidating statement of cash flows                       34
















                     INDEPENDENT AUDITOR'S REPORT


The Board of Directors
Teche Bancshares, Inc. and Subsidiary
St. Martinville, Louisiana

    We have audited the accompanying consolidated balance sheets of
Teche Bancshares, Inc. and Subsidiary as of December 31, 1999 and
1998, and the related consolidated statements of income, changes in
stockholders' equity and cash flows for each of the three years in
the period ended December 31, 1999.  These consolidated financial
statements are the responsibility of the Bank's management.  Our
responsibility is to express an opinion on these 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 audits 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 consolidated 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 Teche Bancshares, Inc. and Subsidiary as of December
31, 1999 and 1998, and the results of its operations and its cash
flows for each of the three years in the period ended December 31,
1999, in conformity with generally accepted accounting principles.

    Our audits were made for the purpose of forming an opinion on
the consolidated financial statements taken as a whole.  The
supplementary information contained on pages 29-34 is presented for
purposes of additional analysis and, although not required for a
fair presentation of consolidated financial position, results of
operations, and cash flows, was subjected to the audit procedures
applied in the audits of the consolidated financial statements.  In
our opinion, the supplementary information is fairly presented in
all material respects in relation to the consolidated financial
statements taken as a whole.


                      Kolder, Champagne, Slaven, & Rainey, LLC
                      A Corporation of Certified Public Accountants
Breaux Bridge, Louisiana
January 26, 2000




                 TECHE BANCSHARES, INC. AND SUBSIDIARY

                      Consolidated Balance Sheets
                      December 31, 1999 and 1998
                           (in thousands)


                                              1999          1998
                                   ASSETS

Cash and due from banks                     $ 2,159       $ 1,574
Interest bearing deposits w/banks                89            74
Securities available for sale                17,770        18,333
Securities to be held to maturity             1,622         5,583
Other securities                                387           354
Federal funds sold                            1,475         1,500
Loans, net of allowance for loan losses
  and unearned discount on loans             22,572        16,354
Bank premises, furniture,
  fixtures and equipment                        733           808
Accrued interest receivable                     380           357
Other real estate owned                         217           230
Other assets                                     53           116
                                          ---------     ---------
           Total assets                     $47,457       $45,283
                                          =========     =========


                    LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
  Deposits -
    Non-interest demand                      $ 7,109      $ 6,795
    Interest bearing -
      NOW and MMDA accounts                    6,424        6,744
      Savings                                  3,740        3,593
      Time, $100,000 and over                 11,293       10,339
      Other time                              11,619       10,626
                                           ---------     --------
           Total deposits                     40,185       38,097

  Accrued interest payable                       192          164
  Other borrowed funds                         3,141        3,260
  Other liabilities and accrued expenses         173          184
                                           ---------     --------
           Total liabilities                  43,691       41,705

STOCKHOLDERS' EQUITY
  Common stock ($10 par value, 100,000 shares
    authorized, 28,125 shares issued
    and outstanding)                             281          281
  Surplus                                      1,144        1,144
  Retained earnings                            2,433        2,064
  Less:  200 shares
           of treasury stock                     (19)         (19)
         Accumulated other
           comprehensive income                  (73)          108
                                           ---------     --------
           Total stockholders' equity          3,766        3,578

           Total liabilities and
             stockholders' equity            $47,457      $45,283
                                          ===========   ==========


The accompanying notes are an integral part of this statement.










































               TECHE BANCSHARES, INC. AND SUBSIDIARY

                   Consolidated Statements of Income
             Years Ended December 31, 1999, 1998 and 1997
                           (in thousands)


                                    1999         1998         1997

INTEREST INCOME
  Interest and fees on loans       $1,859      $1,483       $1,322
  Interest on investment securities:
    Interest on securities
      available for sale            1,031         913          894
    Interest on securities
      to be held to maturity          206         277          288
    Obligations of state and
      political subdivisions           52          54           45
    Interest and dividends
      on other securities              15          15           15
  Interest on federal funds sold       53         132           48
  Interest on deposits in banks         2           9            -
                                    -----       -----        -----
      Total interest income         3,218       2,883        2,612

INTEREST EXPENSE
  Interest on deposits              1,284       1,269        1,127
  Federal funds purchased               7           -            3
  Interest on borrowed funds          181         114            -
  Interest on securities repurchased    8           -            2
  Other interest                        2           3            4
                                    -----       -----        -----
      Total interest expense        1,482       1,386        1,136

      Net interest income before
        recovery of possible
        loan losses                 1,736        1,497       1,476

PROVISION FOR POSSIBLE LOAN LOSSES    (60)           -         (10)
                                    -----        -----       -----
      Net interest income after
        recovery of possible
        loan losses                 1,676        1,497       1,466

OTHER INCOME
  Service charges on
    deposit accounts                  302          272         258
  Commissions income                   44           34          30
  ATM income                           14           13          10
  Net gain on security transactions     1            2           2
  Net other real estate gain            -           10           -
  Other operating revenue              45           32          21
                                    -----        -----       -----
      Total other income              404          363         321

      Income before other expenses  2,080        1,860       1,787

OTHER EXPENSES
  Salaries and employee benefits      779          677         645
  Occupancy expenses                  226          194         184
  Furniture and equipment expenses     36           36          35
  Data processing expenses             60           39          33
  Net other real estate expense         1           10           3
  Other operating expenses            381          355         368
                                    -----        -----       -----
      Total other expenses          1,484        1,311       1,268

      Income before income taxes      596          549         519

INCOME TAXES BENEFIT (EXPENSE)       (185)        (162)       (156)
                                    -----       ------       -----
      Net Income                   $  411       $  387      $  363
                                  =======      =======     =======
      Net income per share
         of common stock-basic     $14.72       $13.87      $12.98
                                  =======      =======     =======
      Net income per share
         of common stock-diluted   $14.72       $13.87      $12.98
                                  =======      =======     =======

      Average shares outstanding   27,925       27,925      27,925
                                  =======      =======     =======

The accompanying notes are an integral part of this statement.






















               TECHE BANCSHARES, INC. AND SUBSIDIARY
     Consolidated Statements of Changes in Stockholders' Equity
         Years Ended December 31, 1999, 1998 and 1997
                        (in thousands)

                                              Accumulated
                      Common Stk                 Other
                      Treas. Stk    Retained Comprehensive
                       Surplus      Earnings    Income       Total
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1996     $1,405       $1,398      $ 44        $2,847
                        -------      -----      ------      -------

  Net income                 -          363         -           363

  Other Comprehensive Income,
    Net of income tax of $61

    Unrealized gain on securities,
      net of reclassification
      adjustment of $0       -           -         73           73
                        -------      -----      ------      -------
  Total Comprehensive Income -         363         73          436

  Cash Dividend,
    $1.50 per share          -         (41)         -          (41)
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1997     $1,405      $1,720       $117        $3,242
                        -------      -----      ------      -------

  Net income                 -         387          -           387

  Other Comprehensive Income,
    Net of income tax of $56

    Unrealized gain on securities,
      net of reclassification
      adjustment of $1       -           -        (10)         (10)
                        -------      -----      ------      -------
  Total Comprehensive Income -         387        (10)          377

  Cash Dividend,
    $1.50 per share          -         (41)         -          (41)
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1998     $1,405      $2,066       $107        $3,578

  Net income                 -         411          -           411

  Other Comprehensive Income,
    Net of income tax of $38

    Unrealized gain on securities,
      net of reclassification
      adjustment of $4       -           -       (181)        (181)
                        -------      -----      ------      -------
  Total Comprehensive Income -         411       (181)         230

  Cash Dividend,
    $1.50 per share          -         (42)         -          (42)
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1999      $1,405     $2,435        (74)       $3,766
                        =======      =====      ======      =======

The accompanying notes are an integral part of this statement.




               TECHE BANCSHARES, INC. AND SUBSIDIARY

                Consolidated Statements of Cash Flows
            Years Ended December 31, 1999, 1998 and 1997
                        (in thousands)

                                     1999       1998       1997

CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                        $ 411      $ 387      $ 363
  Adjustments to reconcile
    net income to net cash provided by
    operating activities:
      Depreciation of bank
        premises and equipment        118         89         85
      (Gain) loss on other
        real estate owned               -         (9)         -
      (Increase) decrease in:
        other assets                   62          4         21
        accrued interest receivable   (22)       (43)       (45)
        accrued interest payable       28          9          2
        other liabilities             (10)        (4)        10
                                     -----      -----      -----
         Net cash provided
           by operating activities    587        433        436
                                     -----      -----      -----
CASH FLOWS FROM INVESTING ACTIVITIES
  Increase in interest-bearing
    deposits in banks                 (15)       (71)        (3)
  (Increase) decrease in
    federal funds sold                 25       (450)        175
  Proceeds from sales of
    securities available for sale     746      1,200         400
  Proceeds from maturities of
    securities available for sale    4,672     8,361         250
  Proceeds from maturities of
    securities held to maturity     10,711      4,776       6,718
  Purchases of securities
    to be held to maturity            (698)    (4,625)     (2,953)
  Purchases of securities
    available for sale             (11,121)   (14,415)     (4,949)
  Net (increase) decrease
    in loans                        (6,218)    (2,647)       (998)
  Capital expenditures for
    bank premises and equipment        (44)      (223)        (51)
  (Increase) decrease in
    other real estate owned             13          1        (175)
  Proceeds from the sale of
    other real estate owned              -         10           -
                                      -----      -----      -----
      Net cash provided by
       (used in)investing
       activities                   (1,929)    (8,083)    (1,586)
                                    -------    -------     -----

CASH FLOWS FROM FINANCING ACTIVITIES
  Net increase (decrease) in -
    Demand deposits                   314         159        962
    NOW and MMDA                     (319)     (1,220)      (506)
    Savings deposits                  147           2        335
    Time deposits, >= $100,000        953       1,451        727
    Other time deposits               992       1,544      (172)
  Proceeds from long-term debt          -       3,325          -
  Repayment of long-term debt        (119)        (65)         -
  Dividends paid                      (41)        (41)       (42)
                                     -----      -----       -----
      Net cash provided by
        financing activities         1,927      7,595       1,304
                                   -------     ------       -----

      Net increase (decrease) in
        cash and cash equivalents      584        (55)        154

CASH AND CASH EQUIVALENTS,
  beginning of year                  1,574       1,630       1,476

CASH AND CASH EQUIVALENTS,
  end of year                      $ 2,158     $ 1,575     $ 1,630
                                   =======     =======     =======

CASH PAID DURING THE YEAR

  Interest                        $1,454     $ 1,377    $ 1,133
                                  ======     =======    =======
  Income taxes                    $  141     $   204    $   170
                                  ======     =======    =======

The accompanying notes are an integral part of this statement.


           TECHE BANCSHARES, INC. AND SUBSIDIARY

             Notes to Consolidated Financial Statements

 (1) Summary of Significant Accounting Policies

     A.   Principles of Consolidation

               The accompanying consolidated financial statements
          dated December 31, 1999, 1998 and 1997, include the
          accounts of Teche Bancshares, Inc. (Company) and Teche
          Bank and Trust Company (Bank), its wholly-owned
          subsidiary.  Intercompany transactions and balances have
          been eliminated in consolidation.

    B.    Nature of Operations

               Teche Bank and Trust Company is a Louisiana
          chartered state bank engaged in the general banking
          business since September 27, 1969.  The Bank's main
          office is located in the primary business district of St.
          Martinville, Louisiana.  The Bank also has two branches.
          One is located on the north side of town on the main
          thoroughfare.  The other branch is located in Coteau,
          Louisiana, which is in Iberia Parish.  This branch was
          opened in 1995.  The population of both areas is largely
          rural and the economy is based on agriculture, textiles
          and tourism.

            The City of St. Martinville and the Coteau Community
          are both located in the south central part of Louisiana.
          The Bank's primary market area is the City of St.
          Martinville and its general market area is St. Martin
          Parish, Louisiana.

    C.   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 and
         disclosures of contingent assets and liabilities at the
         date of the consolidated financial statements and the
         reported amounts of revenues and expenses during the
         reporting period.  Actual results could differ from those
         estimates.

    D.   Accounting Changes

            During 1998, the Bank adopted Financial Accounting
         Standards Board (FASB) Statements No. 128, Earnings per
         Share, and Statement No. 131, Reporting Comprehensive
         Income.  Both of these Statements require restatement;
         however, the Statements only affect the presentation of
         information and have no effect on net income or on
         retained earnings.

    E.   Basis of Accounting

            The accompanying financial statements have been
         prepared in accordance with generally accepted accounting
         principles and in conformity with practices within the
         banking industry.

    F.   Cash and Cash Equivalents

            For the purposes of presentation in the Consolidated
          Statements of Cash Flows, cash and cash equivalents are
          defined as those amounts included in the balance sheet
          caption "cash and due from banks".  Cash, cash
          equivalents and due from banks at December 31 included
          the following:
                                     (in thousands)
                              1999         1998         1997
         Cash and due
           from banks        $2,159       $1,574       $1,630
                           ==========   ==========   ==========

            The Bank maintains cash balances at several banks.
         Accounts at each institution are insured by the Federal
         Deposit Insurance Corporation up to $100,000.  The Bank
         had deposits at institutions and agency federal funds
         exceeding the insured amount by approximately $1,920,550.

     G.   Investment Securities

               The Bank's investments in securities are classified
          in three categories and accounted for as follows:

               Trading Securities -

               Government Bonds held principally for resale in the
         near term and mortgage-backed securities held for sale in
         conjunction with the Bank's mortgage banking activities
         are classified as trading securities and recorded at
         their fair values.  Unrealized gains and losses on
         trading securities are included in other income.

               At December 31, 1999 and 1998, the Bank did not own
         any trading securities.

               Securities to be Held to Maturity -

               Bonds, notes and debentures for which the Bank has
          the positive intent and ability to hold to maturity are
          reported at cost, adjusted for amortization of premiums
          and accretion of discounts which are recognized in
          interest income using the interest method over the period
          to maturity.

               Securities Available for Sale -

               Securities available for sale consist of bonds,
          notes, debentures and certain equity securities not
          classified as trading securities nor as securities to be
          held to maturity.

               Unrealized holding gains and losses, net of tax, on
          available for sale securities are reported as a net
          amount in other comprehensive income.

               Declines in the fair value of individual
          held-to-maturity securities below their costs that are
          other than temporary result in write-downs of the
          individual securities to their fair value.  The related
          write-downs will be included in earnings as realized
          losses.

               Premiums and discounts are recognized in interest
          income using the interest method over the period to
          maturity.

               Gains and losses on the sale of securities available
          for sale are determined using the specific-identification
          method.

     H.   Loans, Allowance for Loan Losses and Interest Income

               Loans are stated at the amount of unpaid principal
          reduced by unearned discount and an allowance for loan
          losses.  Unearned discount on installment loans is
          recognized as income over the terms of the loans by the
          sum-of-months digits method which approximates the
          interest method.  Interest on other loans is calculated
          and accrued by using the simple interest method on daily
          balances of the principal amount outstanding.

               The allowance for loan losses is established through
         a provision for loan losses charged to expenses.  Loans
         are charged against the allowance for loan losses when
         management believes that the collectibility of the
         principal is unlikely.  The allowance is an amount that
         management believes will be adequate to absorb possible
         losses on existing loans that may become uncollectible,
         based on evaluations of the collectibility of loans and
         prior loan loss experience.  The evaluations take into
         consideration such factors as changes in the nature and
         volume of the loan portfolio, overall portfolio quality,
         review of specific problem loans and current economic
         conditions that may affect the borrowers' ability to pay.


               Accrual of interest is discontinued on a loan when
         management believes, after considering economic and
         business conditions and collection efforts, that the
         borrowers' financial condition is such that collection of
         interest is doubtful.

     I.   Loan Origination Fees and Costs

               The Bank charges minimal loan fees and direct
          origination costs.  These charges are recognized as
          income at the time the loan is made.

     J.   Bank Premises, Furniture, Fixtures and Equipment

               Bank premises, furniture, fixtures and equipment are
          carried at historical cost less accumulated depreciation.
          For book purposes, depreciation is computed using the
          straight-line method over the estimated useful lives of
          the assets which range from three to thirty-three years.
          For income tax purposes, depreciation of assets acquired
          prior to January 1, 1981, is calculated on the
          straight-line method and depreciation of assets acquired
          after December 31, 1980, is calculated using the
          Accelerated Cost Recovery (ACRS) or Modified Accelerated
          Cost Recovery (MACRS) System of the Internal Revenue
          Service.  Maintenance and repairs  which do not extend
          the life of banking premises and equipment are charged to
          operating expenses.

     K.   Other Real Estate Owned

               Real estate properties acquired through or in lieu
          of loan foreclosure are initially recorded at the lower
          of the Bank's carrying amount or fair value less
          estimated selling cost at the date of foreclosure.  Any
          write-downs based on the asset's fair value at the date
          of acquisition are charged to the allowance for loan
          losses.  After foreclosure, these assets are carried at
          the lower of their new cost basis or fair value less cost
          to sell.  Costs of significant property improvements are
          capitalized, whereas costs related to holding property
          are expensed as well as any interest costs.  Valuations
          are periodically performed by management, and any
          subsequent write-downs are recorded as a charge to
          operations, if necessary, to reduce the carrying value of
          a property to the lower of its cost or fair value less
          cost to sell.

     L.   Income Taxes

               Provisions for income taxes are based on amounts
          reported in the statements of income (after exclusion of
          non-taxable income such as interest on state and
          municipal securities) and include deferred taxes on
          temporary differences in the recognition of income and
          expense for tax and financial statement purposes.
          Deferred taxes are computed as prescribed in Financial
          Accounting Standards Board (FASB) Statement No. 109,
          Accounting for Income Taxes.

     M.   Post-Retirement Health Care and Life Insurance Benefits

               The Bank does not pay the costs of providing
          continuing health care and life insurance benefits for
          its retired employees.

     N.   Compensated Absences

               Employees of the bank are entitled to paid vacation
         depending upon length of service.  Vacation must be taken
         in the year accrued and cannot be carried over.  Sick
         leave accumulates on a monthly basis according to the
         years of service and is available for employees when
         needed.  However, it does not vest nor is it payable at
         termination of employment.  The bank's policy is to
         recognize the costs of compensated absences when actually
         paid to employees.

     O.   Financial Instruments

               In the ordinary course of business the Bank has
         entered into off balance sheet financial instruments
         consisting of commitments to extend credit, commercial
         letters of credit and standby letters of credit.  Such
         financial instruments are recorded in the financial
         statements when they become payable.

               The following methods and assumptions were used by
          the Bank in estimating fair values of financial
          instruments as disclosed herein:

               Cash and cash equivalents -- The carrying amount of
               cash and short-term instruments approximate their
               fair value.

               Securities to be held to maturity and securities
               available for sale -- Fair values for investment
               securities are based on quoted market prices.

               Loans receivable -- Fair values for variable and
               fixed rate loans are estimated using discounted cash
               flow analyses, using interest rates currently being
               offered for loans with similar terms to borrowers of
               similar credit quality.

               Deposit liabilities -- The fair values disclosed for
               demand deposits are, by definition, equal to the
               amount payable on demand at the reporting date (that
               is, their carrying amounts).  The carrying amounts
               of variable-rate, fixed-term money market accounts
               and certificates of deposit approximate their fair
               values at the reporting date.  Fair values for
               fixed-rate certificates of deposit are estimated
               using a discounted cash flow calculation that
               applies interest rates currently being offered on
               certificates to a schedule of aggregated expected
               monthly maturities on time deposits.

               Accrued interest -- The carrying amounts of accrued
               interest approximate their fair values.

               Other borrowed funds - The fair value of the Bank's
               other borrowed funds was estimated using discounted
               cash flow analyses based on the Bank's current
               incremental borrowing rates for similar types of
               borrowing arrangements.

               Other liabilities - The carrying amounts of other
               liabilities approximate their fair values.

               Off-balance-sheet instruments -- Fair values for
               off-balance-sheet lending commitments are based on
               fees currently charged to enter into similar
               agreements, taking into account the remaining terms
               of the agreements and the counterparties' credit
               standing.

 (2) Investment Securities

          The carrying amounts of investment securities as
     shown in the consolidated balance sheets of the Bank and
     their approximate fair values at December 31 were as
     follows:
                                      (in thousands)
                             Amortized Unrealized Unrealized Fair
                               Cost      Gains     Losses    Value

     (in thousands)
     Securities available for sale:
       December 31, 1999 -
         U.S. Government and
           agency securities  $ 2,298    $ -      $(54)    $ 2,244
         Mortgage-backed
           securities          15,583     29       (86)     15,526
                              -------    ---      ------   -------
                              $17,881    $29     $(140)    $17,770
                              =======    ===      ======   =======

     Securities available for sale:
       December 31, 1998 -
         U.S. Government and
           agency securities  $ 2,399    $17       $  -    $ 2,416
         Mortgage-backed
           securities          15,770    152        (5)     15,918
                              -------    ---      ------   -------
                              $18,170   $169       $(5)    $18,334
                              =======    ===      ======   =======

     (in thousands)
     Securities to be held to maturity:
       December 31, 1999 -
         State and municipal
           securities           1,153      4         (2)     1,155
         Mortgage-backed
           securities             469      -         (3)       466
                              -------    ---      ------   -------
                              $ 1,622    $ 4      $  (5)    $1,621
                              =======    ===      ======   =======

     Securities to be held to maturity:
       December 31, 1998 -
         U.S. Government and
           agency securities    $ 206    $ -       $  -      $ 206
         State and municipal
           securities           1,273     27          -      1,300
         Mortgage-backed
           securities           4,104      7          -      4,111
                              -------    ---      ------   -------
                              $ 5,583    $34      $   -    $ 5,617
                              =======    ===      ======   =======

          Investment securities carried at approximately $8,280,131
     at December 31, 1999 and $4,789,000 at December 31, 1998 were
     pledged to secure public deposits and for other purposes
     required or permitted by law.

          Gross realized gains and losses on sales of investment
     securities for the years ended December 31, were as follows:
     (in thousands)
                                                    1999    1998
     Gross realized gains:
       Mortgage backed securities                    $ 2    $  1
       Other securities                                -       -
                                                     ---    ----
         Total realized gains                        $ 2    $  1
                                                     ===    ====

     Gross realized losses:
       U.S. government & agency securities           $ -    $  -
       Mortgage-backed securities                      1       -
       Other securities                                -       -
                                                     ---    ----
         Total realized losses                       $ 1    $  -
                                                     ===    ====


          The maturities of debt securities at December 31, 1999
     were as follows: (in thousands)

                              Securities to be      Securities
                              Held to Maturity   Available for Sale
                              ----------------    ----------------
                               Amortized  Fair    Amortized  Fair
                                 Cost    Value      Cost    Value
                              ---------  -----    --------  -----
     Due in one year or less    $  505  $  505    $ 7,096  $ 7,037
     Due from one to five
        years                    1,086   1,087     10,481   10,425
     Due from five to ten
        years                        -       -        304      308
     Due after ten years            31      29          -        -
                                ------  ------    -------  -------
                                $1,622  $1,622    $17,881  $17,770
                                ======  ======    =======  =======

          For purposes of the maturity table, mortgage-backed
     securities, which are not due at a single maturity date, have
     been allocated over maturity groupings based on the weighted-
     average contractual maturities of underlying collateral.  The
     mortgage-backed securities may mature earlier than their
     weighted-average contractual maturities because of principal
     prepayments.

 (3) Other Securities

          Other securities at December 31 consist of the following
     stock in industry-related financial institutions:

                                      1999             1998
                                 Shares  Amount   Shares  Amount

     Federal Home Loan
       Bank Dallas               2,368  $236,800   2,040 $204,000
     Louisiana Independent
       Bancshares, Inc.            600   150,000     600  150,000
                                        --------           ------
                                        $386,800         $354,000
                                        ========         ========

          These securities are valued at cost.  The stock in
     Federal Home Loan Bank of Dallas is considered to be a
     restricted security and is required to be maintained.

 (4) Loans

          Major classifications of loans are as follows:
     (in thousands)
                                                1999        1998

     Real estate loans                        $11,502     $ 7,032
     Commercial and industrial loans            8,594       7,128
     Personal and consumer loans                2,689       2,381
     All other loans (including overdrafts)        36          33
                                              -------     -------
                                               22,821      16,574
     Less:  Unearned discount                     (16)        (47)
            Allowance for loan losses            (233)       (173)
                                              -------     -------
              Loans, net                      $22,572     $16,354
                                              =======     =======

          Concentrations of credit risk arising from financial
     instruments exist in relation to certain groups of customers.
     A group concentration arises when a number of counterparties
     have similar economic characteristics that would cause their
     ability to meet contractual obligations to be similarly
     affected by changes in economic or other conditions.  The Bank
     does not have a significant exposure to any individual
     customer or counterparty.  A geographic concentration arises
     because the Bank operates primarily in the south central part
     of Louisiana.  The Bank also has a concentration in real
     estate loans.

          The amount of credit risk (which approximates carrying
     value) represents the maximum accounting loss that would be
     recognized at the reporting date if counterparties failed
     completely to perform as contracted and any collateral or
     security proved to be of no value.  The bank has experienced
     little difficulty in accessing collateral (described in Note
     17) when required.

          Loans on which the accrual of interest has been
     discontinued or reduced amounted to $0 and $10,556 at
     December 31, 1999 and 1998, respectively. If interest on those
     loans had been accrued, such income would have approximated
     $0, $1,135 and $2,250 for 1999, 1998 and 1997 respectively.
     The Bank did not recognize any interest income on nonaccrual
     loans during 1999.

          Changes in the allowance for loan losses are as follows:
     (in thousands)
                                       1999     1998     1997

     Balance, beginning of period      $173     $171     $158
       Provision added to operations     60        -       10
       Loans charged off                 (6)     (11)      (3)
       Recoveries                         6       13        6
                                       ----     ----     ----
     Balance, end of period            $233     $173     $171
                                       ====     ====     ====

          Management is of the opinion that the allowance for loan
     losses account at December 31, 1999 is sufficient to cover any
     possible loan losses.

 (5) Bank Premises, Furniture, Fixtures and Equipment

          The following is a summary of fixed assets and
     accumulated depreciation as of December 31, 1999 and 1998:
     (in thousands)
                                                1999      1998

     Land                                      $ 266     $ 266
     Bank buildings and improvements             770       768
     Furniture, fixtures and equipment           745       750
                                               -----     -----
                                               1,782     1,784
                                               =====     =====
     Accumulated depreciation
       and amortization                       (1,049)     (977)
                                               -----     -----
                                               $ 733     $ 808
                                               =====     =====

          Depreciation expense for the periods ended December 31,
     1999, 1998 and 1997, amounted to $118,498, $89,314, and
     $85,413, respectively.

 (6) Other Real Estate Owned

          Other real estate owned consists of real estate acquired
     through the foreclosure of loans.  It is valued at the lower
     of its fair value or recorded investment in the related loan
     at the date of foreclosure.  Other real estate owned at
     December 31, 1999 and 1998 is composed of the following:
     (in thousands)
                                                 1999       1998

     Other real estate owned,
       acquisition value                        $ 230       $ 230
     Add: Renovation costs                          5          -
     Less:  Allowance for other
              real estate losses                  (18)         -
                                                -----       -----
              Net value                         $ 217       $ 230
                                                =====       =====

          Changes in the allowance for losses on other real estate
     are as follows:
     (in thousands)
                                           1998    1997    1996

     Balances, beginning of period        $   -   $  33   $  13
       Provision charged to operations       17       -      20
       Sales of properties                    -    (33)      -
                                          -----   -----   -----
     Balances, end of period              $  17   $   -   $  33
                                          =====   =====   =====

 (7) Deposits

          The aggregate amount of short-term jumbo time deposits,
     each with a minimum denomination of $100,000, was
     approximately $11,292,855 and $10,339,041 in 1999 and 1998
     respectively.

          At December 31, 1999, the scheduled maturities of
     time deposits are as follows: (in thousands)

     Year Ended December 31,                    Maturities

          2000                                   $19,772
          2001                                     2,540
          2002                                       556
          2003                                        27
          2004                                        17
          2005 and thereafter                          0
                                                  ------
                                                 $22,912
                                                  ======
          Members of the board of directors had $7,598,993 and
     $3,448,827 of deposits at December 31, 1999 and 1998,
     respectively.

 (8) Other Borrowed Funds

          Teche Bank has borrowed monies from the Federal Home Loan
    Bank of Dallas (FHLB) in the form of (5) advances.  All
    advances are secured by approximately $3,300,000 of mortgage
    loans and mortgage-backed securities.  At December 31, 1998,
    the Bank had approximately $1,626,000 of unused lines of credit
    with FHLB to be drawn upon as needed.

                                         1999         1998
   (in thousands)

    Note payable to FHLB, fixed
      interest at 5.82%, payable
      in equal monthly installments
      of $5 through March 1, 2008        $ 432         $ 472

    Note payable to FHLB, fixed
      interest at 5.93%, payable
      in equal monthly installments
      of $3 through February 1, 2008
      with a balloon payment of $421
      payable on February 20, 2008         489           495

    Note payable to FHLB, fixed
      interest at 5.93%, payable
      in equal monthly installments
      of $7 through March 1, 2013          762           799

    Note payable to FHLB, fixed
      interest at 5.45%, payable
      in equal monthly installments
      of $6 through September 1, 2013
      with a balloon payment of $699
      payable on September 23, 2013        984           998

    Note payable to FHLB, fixed
      interest at 5.26%, payable
      in equal monthly installments
      of $4 through October 1, 2013        474           496
                                        ------         ------
                                        $3,141         $3,260
                                        ======         ======

    Following are maturities of long-term debt:
      (in thousands)
                                                      Amount

      2000                                            $  126
      2001                                               134
      2002                                               142
      2003                                               150
      2004                                               159
      2005 - 2009                                      1,221
      2010 - 2013                                      1,209
                                                      ------
                                                       3,141
                                                      ======

 (9) Contingent Liabilities and Commitments

     A.   The consolidated financial statements do not reflect
          various commitments and contingent liabilities which
          arise in the normal course of business and which involve
          elements of credit risk, interest rate risk and liquidity
          risk.  These commitments and contingent liabilities are
          described in Note 17 - Financial Instruments.

     B.   The Bank is not involved as a defendant in any legal
          actions arising from normal business activities.

 (10) Concentration of Credit

          All of the Bank's loans, commitments, and standby letters
     of credit have been granted to customers in the Bank's market
     area as described in Note 1, Item B.  The concentration of
     credit by type of loan is set forth in Note 4. Investments in
     state and municipal securities also involve governmental
     entities within the Bank's market area.  The Bank, as a matter
     of policy, does not extend credit to any single borrower or
     group of related borrowers in excess of $900,000.

(11) Income Taxes

          The Bank utilizes FASB Statement 109 to account for
     income taxes.

          The components of income tax expense for the years ended
     December 31, 1999, 1998 and 1997 are as follows:
                                           (in thousands)
                                        1999     1998     1997

          Income taxes currently payable:
            Federal                    $ 205   $ 154   $  171

          Deferred tax asset (liability) due
            to timing differences        (20)      8      (15)
                                       -----     ----    -----
          Total income tax expense     $ 185   $ 162    $ 156
                                       =====    =====    =====

          The effective tax rate of 31.1 percent in 1999, 29.3
     percent in 1998, and 30.2 percent in 1997 differs from the
     statutory rate of 34 percent principally because of temporary
     differences between tax purposes and financial reporting
     purposes.

          A reconciliation of income tax expense at the statutory
     rate to the effective rate follows:

                                           Percent of Earnings
                                              Before Taxes

                                        1999       1998      1997

     Computed at the expected statutory
       rate                             34.0%      34.0%     34.0%
     Temporary differences giving rise
       to deferred tax amounts          (3.3)        1.3      (2.8)
     Temporary difference recognized
       this year                        (1.0)      (1.6)        -
     Other                               1.4      (4.4)     (1.0)
                                        -----      -----     -----

     Income tax expense-effective rate  31.1%      29.3%     30.2%
                                        =====      =====     =====

          Temporary differences giving rise to the deferred tax
     amounts consist primarily of the excess of allowance for loan
     losses for tax purposes over the amount for financial
     reporting purposes and the excess of accumulated depreciation
     for tax purposes over accumulated depreciation for financial
     reporting purposes.

          Amounts for deferred tax assets and liabilities are as
     follows:
     (in thousands)
                                                 1999      1998

          Deferred tax asset                    $   4     $   -
          Deferred tax liability                  (45)     (155)
                                                 -----     -----
            Net deferred tax asset (liability)  $ (41)    $(155)
                                                 =====     =====
(12) Net income per share of common stock

          Earnings per share amounts are computed based on the
     weighted average number of shares actually outstanding.  The
     number of shares used in the computations was 27,925 in 1999,
     1998 and 1997.

(13) Pension Plan

          The Bank has a non-contributory, money-purchase pension
     plan that covers any employee that has completed one (1) year
     of service and has attained age 21.  Pension costs include
     certain service costs, which are accrued and funded currently.
     Pension expenses charged to operations in 1999, 1998, and 1997
     were $0, $59,353, and $44,038, respectively.  The Bank's
     pension plan was replaced by a 401(k) Plan as of January 1,
     1999 (see Note 14).

(14) 401(k) Plan

          The Bank has a 401(k) Plan whereby substantially all
     employees participate in the Plan.  This plan began January 1,
     1999.  Employees may contribute up to 15 percent of their
     compensation subject to certain limitations based on federal
     tax laws.  The Bank has the option to make matching
     contributions.  Matching contributions vest to the employee
     equally over a 7 year period.  For the year ended December 31,
     1999, expense attributable to the Plan amounted to $60,268.

(15) Related Party Transactions

     A.   At December 31, 1999 and 1998, certain officers,
     directors and related companies were indebted to the Bank in
     the aggregate amount of $1,186,245 and $1,137,211,
     respectively. These loans were made at prevailing interest
     rates.

     B.   The Bank leases an automobile from one of the directors
     in the amount of approximately $6,000 per year.

     C.   The Bank paid director fees to members of the board of
     directors in the amount of $70,500, $70,400, and $55,600, for
     1999, 1998 and 1997, respectively.

(16) Regulatory Restrictions

          Banking regulations limit the amount of dividends that
     may be paid without prior approval of the Bank's regulatory
     agency.  Prior approval shall be required if the total of all
     dividends declared and paid by the Bank during any one year
     would exceed the total of its net profits of that year
     combined with the net profits from the immediate preceding
     year.

          The Bank is subject to various regulatory capital
     requirements administered by the federal banking agencies.
     Failure to meet minimum capital requirements can initiate
     certain mandatory and possibly additional discretionary
     actions by regulators that, if undertaken, could have a direct
     material effect on the Bank's financial statements.  Under
     capital adequacy guidelines and the regulatory framework for
     prompt corrective action, the Bank must meet specific capital
     guidelines that involve quantitative measures of the Bank's
     assets, liabilities, and certain off-balance-sheet items as
     calculated under regulatory accounting practices.  The Bank's
     capital amounts and classification are also subject to
     qualitative judgements by the regulators about components,
     risk weightings, and other factors.

          Quantitative measures established by regulation to ensure
     capital adequacy require the Bank to maintain minimum amounts
     and ratios (set forth in the table below) of total and Tier I
     capital (as defined in the regulations) to risk-weighted
     assets (as defined), and of Tier I capital (as defined) to
     average assets (as defined).  Management believes, as of
     December 31, 1999, that the Bank meets all capital adequacy
     requirements to which it is subject.

          As of December 31, 1999, the bank was categorized as well
     capitalized under the regulatory framework for prompt
     corrective action.  To be categorized as well capitalized the
     Bank must maintain a minimum total risk based, Tier I risk-
     based, and Tier I leverage ratios as set forth in the table.
     There are no conditions or events since that time that
     management believes have changed the institution's category.


          The Bank's actual capital amounts and ratios are also
     presented in the table.

                                                       To Be Well
                                                  Capitalized Under
                                 For Capital      Prompt Corrective
               Actual         Adequacy Purposes   Action Provision
             Amount Ratio     Amount    Ratio     Amount    Ratio
     As of December 31, 1999:
     Total Capital
       (to risk weighted
          assets)
          $4,072    17.9%     $1,817    >=8%      $2,271    >=10%

     Tier I Capital
        (to risk weighted
          assets)
          $3,839    16.9%     $  908    >=4%      $ 1,362   >= 6%

     Tier I Capital
         (to average
            assets
          $3,839     8.1%     $1,893    >=4%      $2,367    >= 5%

     As of December 31, 1998:
     Total Capital
       (to risk weighted
          assets)
          $3,685    18.7%     $1,574    >=8%      $1,967    >=10%

     Tier I Capital
        (to risk weighted
          assets)
          $3,512    17.8%     $  787    >=4%      $ 1,180   >= 6%

     Tier I Capital
         (to average
            assets
          $3,512     7.9%     $1,805    >=4%      $2,256    >= 5%


(17) Financial Instruments

          The Bank is a party to financial instruments with
     off-balance-sheet risk in the normal course of business to
     meet the financing needs of its customers and to reduce its
     own exposure to fluctuations in interest rates.  These
     financial instruments include commitments to extend credit,
     credit card arrangements, and standby letters of credit.
     Those instruments involve, to varying degrees, elements of
     credit and interest-rate risk in excess of the amount
     recognized in the statement of financial position.  The
     contract or notional amounts of those instruments reflect the
     extent of the Bank's involvement in particular classes of
     financial instruments.

          The Bank's exposure to credit loss in the event of
     nonperformance by the other party to the financial instruments
     for commitments to extend credit is presented by the
     contractual notional amount of those instruments.  The Bank
     uses the same credit policies in making commitments and
     conditional obligations as it does for on-balance-sheet
     instruments.  Credit risk represents the accounting loss that
     would be recognized at the reporting date if counterparties
     failed completely to perform as contracted.  The credit risk
     amounts are equal to the contractual amounts, assuming that
     the amounts are fully advanced and that, in accordance with
     the requirements of FASB Statement No. 105, "Disclosure of
     Information about Financial Instruments with Off-Balance-Sheet
     Risk and Financial Instruments with Concentrations of Credit
     Risk," collateral or other security is of no value.  The
     bank's policy is to require customers to provide collateral
     prior to the disbursement of approved loans.  Collateral is
     either in the form of a security interest or a mortgage on the
     underlying property.
          At December 31, 1999, the Bank was exposed to credit risk
     on commitments to extend credit having contract amounts of
     $3,017,684, summarized as follows: (in thousands)

          Commitments to extend credit           $  2,966
          Credit Card arrangements                     -
          Standby letters of credit                    51
                                                 --------
                                                 $  3,017
                                                 ========

          Commitments to extend credit 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 are expected
     to expire without being drawn upon, the total commitment
     amounts do not necessarily represent future cash requirements.
     The Bank evaluates each customer's credit worthiness on a
     case-by-case basis.  The amount of collateral obtained, if it
     is deemed necessary by the Bank upon extension of credit, is
     based on management's credit evaluation of the counterparty.
     Collateral held varies but may include accounts receivable;
     inventory, property, plant and equipment; and income-producing
     commercial properties.

          Commitments to extend credit, credit card arrangements,
     and standby letters of credit all include exposure to some
     credit loss in the event of nonperformance by the customer.
     The Bank's credit policies and procedures for credit
     commitments and financial guarantees are the same as those for
     extensions of credit that are recorded on the consolidated
     balance sheets.  The Bank does not anticipate any
     material losses as a result of the contingent liabilities and
     commitments.

          The estimated fair values of the Bank's financial
     instruments were as follows:
     (in thousands)
                                             Carrying       Fair
                                              Value         Value
     December 31, 1999:
     Financial assets:
       Cash and due from banks, interest
         bearing deposits with banks, and
         Federal funds sold                  $ 3,723      $ 3,723
       Securities available for sale          17,770       17,770
       Securities to be held to maturity       1,622        1,621
       Loans                                  22,572       22,432
       Accrued interest receivable               380          380

     Financial liabilities:
       Deposit liabilities                    40,185       40,225
       Accrued interest payable                  192          192
       Other borrowed funds                    3,141        3,141
       Other liabilities                         173          173

     Off balance sheet instruments:
       Commitments to extend credit                -        2,966
       Credit card arrangements                    -            -
       Stand by letter of credit                   -           51

     December 31, 1998:
     Financial assets:
       Cash and due from banks, interest
         bearing deposits with banks, and
         Federal funds sold                  $ 3,149      $ 3,149
       Securities available for sale          18,334       18,334
       Securities to be held to maturity       5,583        5,617
       Loans                                  16,354       16,253
       Accrued interest receivable               357          357

     Financial liabilities:
       Deposit liabilities                    38,097       38,135
       Accrued interest payable                  164          164
       Other borrowed funds                    3,260        3,267
       Other liabilities                         184          184

     Off balance sheet instruments:
       Commitments to extend credit                -        2,156
       Credit card arrangements                    -            -
       Stand by letter of credit                   -          124



(18) Parent Company Only Financial Statements

                           BALANCE SHEETS
                     December 31, 1999 and 1998
                           (in thousands)

                                                 1999       1998
                          ASSETS

      Current assets:
        Cash                                     $  -         $  1
        Investment in Teche Bank & Trust Co.    3,756        3,568
        Other assets                               10            9
                                                -----        -----
            Total assets                       $3,766       $3,578
                                               ======       ======

           LIABILITIES AND STOCKHOLDERS' EQUITY

      Current liabilities:                        $ -          $ -
                                                  ---          ---
      Stockholders' equity:
        Common stock, $10 par value, 100,000 shares
          authorized, 28,125 shares issued and
          outstanding                             281          281
        Surplus                                 1,144        1,144
        Retained earnings                       2,433        2,064
      Treasury stock                              (19)         (19)
      Accumulated other comprehensive income      (73)         108
                                                -----        -----
            Total stockholders' equity          3,766        3,578
                                                -----        -----
            Total liabilities and
              stockholders' equity             $3,766       $3,578
                                               ======       ======

                        STATEMENTS OF INCOME
            Years Ended December 31, 1999, 1998 and 1997
                          (in thousands)
                                            1999    1998    1997

    Income:
      Income from subsidiary                $369    $345    $321
      Interest and dividends on corporate
        securities                            43      42      42
      Other income                             -       1       1
                                             ---     ---     ---
          Total income                       412     388     364
                                             ---     ---     ---
    Operating expenses:
      Legal and professional fees              -       -       -
      FDIC and state assessments               1       1       1
      Miscellaneous expense                    -       -       -
      Interest on stockholder loans            -       -       -
                                             ---     ---     ---
          Total operating expenses             1       1       1
                                             ---     ---     ---
          Net income                        $411    $387    $363
                                            ====    ====    ====















            STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
            Years Ended December 31, 1999, 1998 and 1997
                         (in thousands)
                                              Accumulated
                      Common Stk                 Other
                      Treas. Stk    Retained Comprehensive
                       Surplus      Earnings    Income       Total
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1996     $1,405       $1,398      $ 44        $2,847
                        -------      -----      ------      -------

  Net income                 -          363         -           363

  Other Comprehensive Income,
    Net of income tax of $61

    Unrealized gain on securities,
      net of reclassification
      adjustment of $0       -           -         73           73
                        -------      -----      ------      -------
  Total Comprehensive Income -         363         73          436

  Cash Dividend,
    $1.50 per share          -         (41)         -          (41)
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1997     $1,405      $1,720       $117        $3,242
                        -------      -----      ------      -------

  Net income                 -         387          -           387

  Other Comprehensive Income,
    Net of income tax of $56

    Unrealized gain on securities,
      net of reclassification
      adjustment of $1       -           -        (10)         (10)
                        -------      -----      ------      -------
  Total Comprehensive Income -         387        (10)          377

  Cash Dividend,
    $1.50 per share          -         (41)         -          (41)
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1998     $1,405      $2,066       $107        $3,578

  Net income                 -         411          -           411

  Other Comprehensive Income,
    Net of income tax of $(37)

    Unrealized gain on securities,
      net of reclassification
      adjustment of $1       -           -       (181)        (181)
                        -------      -----      ------      -------
  Total Comprehensive Income -         411       (181)         230

  Cash Dividend,
    $1.50 per share          -         (42)         -          (41)
                        -------      -----      ------      -------
BALANCES,
  DECEMBER 31, 1999     $1,405      $2,435       $(74)       $3,766
                        ======       =====      ======      =======


                      STATEMENTS OF CASH FLOWS
            Years Ended December 31, 1999, 1998 and 1997
                           (in thousands)
                                       1999       1998       1997


    Cash flows from operating activities:
      Net income                      $ 411      $ 387      $ 363
      Adjustments to reconcile net income to
        net cash provided by operating
        activities:
            Equity in undistributed earnings of
               subsidiary bank         (369)      (345)      (321)
            Changes in:
            Due to subsidiary             -          -          -
              Other assets                -        (1)        (1)
                                       ----       ----       -----
                Net cash provided by operating
                  activities             41         41         41
                                       ----       ----       ----

    Cash flows from financing activities:
      Dividends paid                    (42)       (41)       (41)
        Decrease in notes payable         -          -          -
                                       ----       ----        ----
          Net cash used in financing
            activities                  (42)       (41)       (41)
                                       ----       -----       ----
              Net increase (decrease)
                in cash                  (1)          -          -

    Cash, beginning of period             1          1          1
                                       ----       ----       ----
    Cash, end of period                 $ -        $ 1       $  1
                                       ====       ====       ====







                      SUPPLEMENTARY INFORMATION
               TECHE BANCSHARES, INC. AND SUBSIDIARY

         Consolidated Schedules of Other Operating Expenses
            Years Ended December 31, 1999, 1998 and 1997
                           (in thousands)


                                      1999       1998       1997


Advertising                           $ 23       $ 21       $ 20
Armored car service                      4          4          4
Audits and examinations                 16         18         18
ATM expense                             23         23         21
Cash short                               4          3          4
Club account fees                       22         20         18
Collections                              2          2          3
Committee fees                           3          3          2
Conventions and seminar                  3          9          7
Correspondent bank service charges      44         34         38
Courier service                          2          3          2
Directors' fees                         71         70         56
Donations                                3          3          4
Dues and subscriptions                   4          3          4
FDIC and state assessments              20         19         18
Insurance                               22         29         33
Lease expense                            6          6          6
Legal and professional fees              2          4          8
Miscellaneous                            6          6         10
Office expense                          52         44         36
Postage and freight                     22         21         27
Other taxes and licenses                 1          1          1
Travel and entertainment                 9          9          7
ORE Devaluation                         17          -         21
                                      ----       ----       ----
                                      $381       $355       $368
                                      ====       ====       ====
















                       CONSOLIDATING SCHEDULES
                TECHE BANCSHARES, INC. AND SUBSIDIARY
                     Consolidating Balance Sheet
                          December 31, 1999
                           (in thousands)
                        Teche                            Teche
                      Bancshares, Elimination  Teche    Bank and
                       Inc. and    Entries   Bancshares,  Trust
                      Subsidiary   Dr (Cr)      Inc.     Company

                   ASSETS
Cash and due from banks  $ 2,159    $ -       $  -       $2,159
Interest bearing deposits     89      -          -           89
Securities available
  for sale                17,770      -          -       17,770
Securities to be held
  to maturity              1,622      -          -        1,622
Other securities             387      -          -          387
Federal funds sold         1,475      -          -        1,475
Loans                     22,821      -          -       22,821
Less:  Allowance for
         loan losses        (233)     -          -         (233)
       Unearned discount
         on loans            (16)     -          -          (16)

Bank premises, furniture,
  fixtures and equipment     733      -          -          733
Accrued interest receivable  380      -          -          380
Other real estate owned      217      -          -          217
Investment in subsidiary       - (3,756)     3,756            -
Other assets                  53    (10)        10           53
                           -----    ----       ---        -----
    Total assets         $47,457 $(3,766)   $3,766      $47,457
                         ======= ========   ======      =======

   LIABILITIES AND STOCKHOLDERS' EQUITY

DEPOSITS
  Non-interest demand    $ 7,109    $ -     $  -        $ 7,109
  Interest-bearing -
    NOW and MMDA accounts  6,424      -        -          6,424
    Savings                3,740      -        -          3,740
    Time,$100,000 and over11,293      -        -         11,293
    Other time            11,619      -        -         11,619
                          ------    ---      ---         ------
      Total deposits      40,185      -        -         40,185

Accrued interest payable     192      -        -            192
Other borrowed funds       3,141      -        -          3,141
Other liabilities and
  accrued expenses           173     10        -            183
                          ------    ---      ---         ------
    Total liabilities     43,691     10        -         43,701
                          ------    ---      ---         ------
STOCKHOLDERS' EQUITY
  Common stock               281    281      281            281
  Surplus                  1,144  1,519    1,144          1,519
  Retained earnings        2,433  2,029    2,433          2,029
  Less:  200 shares of
         treasury stock      (19)     -      (19)             -
         Net unrealized gain
           on securities
           available for
           sale,             (73)   (73)     (73)           (73)
                           -----    ----    -----          -----
      Total stockholders'
        equity             3,766  3,756    3,766          3,756
                           -----  -----    -----          -----
        Total liabilities and
          stockholders'
          equity         $47,457 $3,766   $3,766        $47,457
                         ======= ======   ======        =======





































                TECHE BANCSHARES, INC. AND SUBSIDIARY
                  Consolidating Statement of Income
                For the Year Ended December 31, 1999
                           (in thousands)
                        Teche                            Teche
                      Bancshares, Elimination  Teche    Bank and
                       Inc. and    Entries   Bancshares,  Trust
                      Subsidiary   Dr (Cr)      Inc.     Company

INTEREST INCOME
  Interest and fees
    on loans              $1,859   $  -     $  -         $1,859
  Interest on investment securities -
    Interest on securities
      available for sale   1,031      -        -          1,031
    Interest on securities
      held to maturity       206      -        -            206
    State and municipal
      obligations             52      -        -             52
    Interest and dividends on
      other securities        15     43       43             15
  Interest on federal
    funds sold                53      -        -             53
  Interest on deposits
    in banks                   2      -        -              2
                           -----    ---      ---          -----
    Total interest income  3,218     43       43          3,218
                           -----    ---      ---          -----
INTEREST EXPENSE
  Interest on deposits     1,284      -        -          1,284
  Interest on federal
    funds purchased            7      -        -              7
  Interest on borrowed funds 181      -        -            181
  Interest on securities
    repurchased                8      -        -              8
  Other interest               2      -        -              2
                             ---    ---      ---           ----
    Total interest expense 1,482      -        -          1,482
                             ---    ---      ---          -----
      Net interest income  1,736     43       43          1,736

Provision for loan losses     60      -        -             60
                           -----    ---      ---          -----
Net interest income after
     provision for loan
     losses                1,676     43       43          1,676

OTHER INCOME
  Service charges, collection
    and exchange charges     302      -        -            302
  Commissions income          44      -        -             44
  ATM income                  14      -        -             14
  Net gain on security
    transactions               1      -        -              1
  Other operating revenue     44      -        -             44
                            ----    ---      ---           ----
    Total other income       405      -        -            405
                            ----    ---      ---           ----
      Income before other
        expenses           2,080     43       43          2,080

OTHER EXPENSES
  Salaries and employee
    benefit                  779      -        -            779
  Occupancy expenses         227      -        -            227
  Furniture and equipment     36      -        -             36
  Data processing expenses    60      -        -             60
  Net other real estate exp.   1      -        -              1
  Other operating expenses   381      -        1            380
                            ----   ----     ----          -----
      Total other expenses 1,484      -        1          1,483
                           -----   ----     ----          -----
      Income before income tax
        expense and equity
        in earnings
        of subsidiary        596     43       42            597

INCOME TAX EXPENSE          (185)     -        -           (185)
                           ------  ----     ----           -----
      Income before equity
        in earnings
        of subsidiary        411     43       42            412

EQUITY IN EARNINGS
  OF SUBSIDIARY               -     369      369              -
                           -----   -----    -----          -----
      Net income           $ 411  $ 412    $ 411          $ 412
                           =====   =====    =====          =====




















                TECHE BANCSHARES, INC. AND SUBSIDIARY
                Consolidating Statement of Cash Flows
                For the Year Ended December 31, 1999
                           (in thousands)

                        Teche                            Teche
                      Bancshares, Elimination  Teche    Bank and
                       Inc. and    Entries   Bancshares,  Trust
                      Subsidiary   Dr (Cr)      Inc.     Company

CASH FLOWS FROM OPERATING ACTIVITIES
  Net income              $ 411     $(412)     $ 411      $ 412

  Adjustments to reconcile net income to net
    cash provided by operating activities -
      Equity in earnings
        of subsidiary         -       369       (369)         -
      Depreciation of
        bank premises
        and equipment       119         -          -        119
      Decrease in
        other assets         62         -          -         62
      Increase in accrued
        interest receivable (23)        -          -        (23)
      Increase (decrease)
        in accrued
        interest payable     29         -          -         29
      Decrease in other
        liabilities         (11)        -          -        (11)
                          -----        ---       ---       -----
         Net cash provided
         by operating
         activities         587       (43)        42        588

CASH FLOWS FROM INVESTING ACTIVITIES
  Increase in interest-bearing
    deposits in banks        (15)       -          -        (15)
  Increase in federal
    funds sold                25       -          -          25
  Proceeds from sales of
    securities available
    for sale                 746         -          -       746
  Proceeds from maturities of securities
    available for sale     4,672         -          -     4,672
  Proceeds from maturities of securities
    held to maturity      10,711         -          -    10,711
  Purchases of securities to
    be held to maturity     (698)        -          -      (698)
  Purchases of securities
    available for sale   (11,121)        -          -   (11,121)
  Net increase in loans   (6,218)        -          -    (6,218)
  Capital expenditures for bank
    premises and equipment   (44)        -          -       (44)
  Decrease in other
    real estate owned         12         -          -         12
                          ------      ----       ----     ------
      Net cash used in
        investing
        activities       (1,930)        -          -     (1,930)
                         ------      ----       ----     -------
CASH FLOWS FROM FINANCING ACTIVITIES
  Net increase (decrease) in -
    Demand deposits         313         -          -        313
    NOW and MMDA           (319)          -          -     (319)
    Savings deposits        147         -          -        147
    Time deposits $100,000
      and over              953         -          -        953
    Other time              993         -          -        993
  Repayment of long-term
    debt                   (119)        -          -       (119)
  Dividends paid            (41)       43        (42)       (42)
                         ------      ----       ----      -----
        Net cash provided
          by (used in)
          financing
          activities      1,927        43        (42)      1926
                         ------      ----       ----      -----
        Net increase (decrease)
          in cash
          and cash
          equivalents       584        -          -         584

CASH AND CASH EQUIVALENTS,
  beginning of year       1,574        -          -       1,574
                        -------      -----     -----    -------
CASH AND CASH EQUIVALENTS,
  end of year           $ 2,158      $ -        $ -     $ 2,158
                        =======      =====      ====    =======




















                              FORM 10-K

                       TECHE BANCSHARES, INC.
                         PART II (CONTINUED)




Item (9) Disagreements on Accounting and Financial Disclosure

    There were no reporting disagreements on any matter of
accounting principle or financial statement disclosure.










































                              FORM 10-K

                        TECHE BANCSHARES, INC
                              PART III

Item (10) Directors and Executive Officers of the Registrant
- -------------------------------------------------------------
Directors
- ----------
                                         Number of
                                       Shares Owned    Ownership as
                                       Beneficially      a Percent
                                      Including Direct   of Total
Name and          Title and   Term as   and Indirect    Outstanding
Address     Age  Occupation   Director   Ownership        Shares
- --------    ---  ----------  --------  ------------     -----------
Tilden A. Bonin, Jr.
St. Martinville, LA
            64   Retired       Sept., 1969     1,344          4.8%
                                to Present

James B. Bulliard, Sr.
St. Martinville, LA
            64    Owner & GM   Sept., 1969     3,704         13.3%
                 Manager Food   to Present
                  Processor

Harris J. Champagne, Jr.
New Iberia, LA
             37  Insurance  October, 1996       192            .7%
                   Sales      to Present

Gaston L. Dautreuil, Jr.
St. Martinville, LA
           69    Owner        Sept., 1969     2,760          9.9%
                Electrical    to Present
                Contractor

Larry C. Degeyter
St. Martinville, LA
           58    Owner,        June, 1981       721          2.6%
                Building       to Present
               Contractor

Melvin Douet
St. Martinville, LA
             54    Owner,   June, 1996          357           1.3%
                   Douet     to Present
                   Motors, Inc.

Alcee J. Durand, Jr.
St. Martinville, LA
           41    President     March, 1991      884          3.2%
                  Banking      to Present
Item 10. Directors and Executive Officers of the Registrant
(continued)

Directors (continued)
- ----------
                                         Number of
                                       Shares Owned    Ownership as
                                       Beneficially      a Percent
                                      Including Direct   of Total
Name and          Title and   Term as   and Indirect    Outstanding
Address     Age  Occupation   Director   Ownership        Shares
- --------    ---  ----------  --------  ------------     -----------
Darnell E. Fontenot
New Iberia, LA
             61     Owner,   Aug., 1996         212            .8%
                   Mobile    to Present
                   Home Co.

Charles A. Fuselier
St. Martinville, LA
            58   Sheriff     June, 1981         400          1.4%
                             to Present

Hubert Hulin, Sr.
St. Martinville, LA
             81    Retired   June, 1981       1,800          6.4%
                             to Present

Murphy Oubre
St. Martinville, LA
             73    Rice      Sept., 1969        824          2.9%
                  Farmer     to Present

Stanley D. Stockstill
St. Martinville, LA
             85    Retired  March, 1982         511           1.8%
                            to Present

















                              FORM 10-K

                       TECHE BANCSHARES, INC.
                        PART III (CONTINUED)




Executive Officers and Significant Employees
- --------------------------------------------
                                              Other
                                              Office
                                               Held
        Name         Age    Title           with Bank   Occupation
- --------------      ----   -------          ---------   ----------
Alcee J. Durand, Jr. 41   President/           -       Banker more
                            CEO                        than 5 years

Brian Friend         40   Cashier              -       CPA, Banker
                       Vice-President                  more than
                                                        5 years

Charles M. Durand    37     Vice-              -       Banker more
                          President                   than 5 years

Ave Laperouse        42   Assistant            -       Banker less
                        Vice President                than 5 years

Jackie C. Leblanc    46   Assistant            -       Banker more
                        Vice President                than 5 years

Jean L. Potier       56   Assistant            -       Banker more
                        Vice-President                than 5 years

Al Viator            45   Assistant            -       Banker more
                        Vice-President                than 5 years

Ruth Sweeney         51   Assistant            -       Banker more
                        Vice-President                than 5 years

Family Relationships

    No family relationships exist between any members of the Board
of Directors other than the following:
                Board Members                      Relationship
   ---------------------------------------      -----------------
Charles A. Fuselier and Stanley D. Stockstill     Nephew and Uncle







Item (11) Executive Compensation - Cash Compensation
Number in                                        Cash Compensation
 Group     Group Title                  1997       1998      1999
- ---------  -------------                ----       ----      ----
    1      President/CEO              $75,310    $77,178   $73,329

    2      Vice-Presidents             78,785     83,992    90,913

    5      Assistant Vice-Presidents  135,572    139,247   138,548

Compensation Pursuant to Plans

    The Bank has a non-contributory money purchase pension plan
that covers any employee that has completed one year of service and
has attained age 21.  The Bank contributes 10 percent of an
employee's annual salary to the plan.  During 1999, the Bank
contributed $0 to the Plan on behalf of all officers and employees.
The Bank's pension plan was replaced by a 401(k) plan as of January
1, 1999.

     The Bank has a 401(k) plan whereby substantially all employees
participate in the Plan.  This plan began January 1, 1999.
Employees may contribute up to 15 percent of their compensation
subject to certain limitations based on federal tax laws.  The Bank
has the option to make matching contributions.  Matching
contributions vest to the employee over a 7 year period.  For the
year ended December 31, 1999, expense attributable to the Plan
amounted to $60,268.

Item (12) Security Ownership of Certain Beneficial Owners and Mgmt

Security Ownership of Certain Beneficial Owners:

                Title of   Type of   Country of    Amount   Percent
Name and Address Class    Ownership Citizenship    Owned   of Class
- ---------------- -----    --------- -----------    ------  -------
James B. Bulliard, Jr.
St. Martinville, LA
                Common     Stock       U.S.A.      3,704    13.3%

Gaston L. Dautreuil, Jr.
St. Martinville, LA
                Common     Stock       U.S.A.      2,760     9.9%

Hubert Hulin, Sr.
St. Martinville, LA
                Common     Stock       U.S.A.      1,800     6.4%


Security Ownership of Management:
                           Title of    Type of    Shares   Percent
    Group                   Class     Ownership   Owned    of Class
- ----------------------      -----     ---------   -----    --------
Directors and Officers     Common       Stock     13,889    49.7%

Item (13) Certain Relationship and Related Transactions

    From time to time in the ordinary course of its business, the
Bank has extended credit to its Officers and Directors and to
businesses in which its Officers and Directors own an interest.
The Bank intends to continue this policy because of the business
deposits and income that these activities generate for the Bank.
Such loans are made only with the approval of the Board of
Directors; are judged by the same credit guidelines and standards
as are applied to loans of a comparable nature made to others; are
made on substantially the same terms, including interest rates,
collateral and repayment terms as those prevailing at the
time for comparable transactions with others; and do not involve
more than the normal risk of collectibility or present other
unfavorable features.

                               Largest
                            Aggregate Amt.
                             Outstanding     Amount        Average
                Relation    Year Ending    Outstanding     Interest
 Name          to Company    12/31/98    as of 12/31/98      Rate
- ------------   ----------    ---------   --------------     ------
Tilden A. Bonin, Jr.
                Director     $105,095      $  94,570         8.28%

Harris Champagne, Jr.
                Director           -             -             - %

Gaston L. Dautreuil, Jr.
                Director        80,211        61,985          6.99%

Larry C. Degeyter
                Director       174,915        75,192          7.73%

Melvin P. Douet
                Director       383,800       348,590         10.00%

Alcee J. Durand, Jr.
                Director       60,060         60,060          7.03%

Charles Fuselier
                Director      554,627        523,091          8.50%

Lawrence Melancon
                Director            -              -           - %

Stanley D. Stockstill
                Director        24,250        22,757          6.55%

  Total outstanding at December 31, 1999  $1,186,245
                                           =========




                               FORM 10-K

                        TECHE BANCSHARES, INC.
                                PART IV




Item (14) Exhibits, Financial Statement Schedules and Reports on
Form 8-K

         1. Financial Statements

            The financial statements, including notes, are listed
            in the index to the financial statements filed as part
            of this annual report.


         2. Exhibits

         3. Reports on Form 8-K

            No reports on Form 8-K were filed by Bancshares during
            quarter ended December 31, 1999.

                                                              Page
         Number                  Exhibit                     Number
         ------   --------------------------------------    -------
         (3)      Articles of Incorporation of Registrant as
                  currently in effect incorporated herein by
                  reference to Exhibit 3 Registrant Registration
                  Statement on Form S-14, filed February 21, 1984

         (11)     Computation of Earnings Per Share            51

         (12)     Computation of Ratios                        19

         (13)     Annual Report to Security Holders         29-66

         (21)     Subsidiary of Registrant                     74

         (23)     Consent of Experts and Council                -


(22)     Subsidiaries of the Registrant
- -----    ------------------------------
Teche Bank and Trust Company                            Louisiana








                               FORM 10-K

                        TECHE BANCSHARES, INC.
                          PART IV (CONTINUED)

    Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                       TECHE BANCSHARES, INC.

Date: March 28, 2000         By:/s/ Alcee J. Durand, Jr.
     -----------------------    ---------------------
                                 Alcee J. Durand, Jr.
                                 President/Secretary

    Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the registrant and in the capacities and on the dates
indicated.

By:/s/Tilden A. Bonin,Jr.       By:/s/Alcee J. Durand, Jr.
   __________________________   __________________________
   Tilden A. Bonin, Jr   Date    Alcee J. Durand       Date
     Director                       Director, President and
                                    Chief Executive Officer

By:/s/James B. Bulliard, Sr.    By:/s/Darnell Fontenot
   __________________________    __________________________
   James B. Bulliard, Sr.Date     Darnell Fontenot     Date
     Director                        Director

By:/s/Harris J. Champagne, Jr.  By:/s/Charles A. Fuselier
   __________________________   __________________________
   Harris J. Champagne, Jr.Date    Charles A. Fuselier  Date
     Director                        Director

By:/s/Gaston L. Dautreuil,Jr.   By:/s/Hubert Hulin, Sr.
   __________________________   __________________________
   Gaston L. Dautreuil, Jr.Date    Hubert Hulin, Sr.    Date
     Director                        Director

By:/s/Larry C. Degeyter         By:/s/Murphy Oubre
   __________________________   __________________________
   Larry C. Degeyter       Date    Murphy Oubre           Date
     Director                         Director

By:/s/Melvin Douet               By:/s/Stanley D. Stockstill
   __________________________   __________________________
   Melvin Douet            Date    Stanley D. Stockstill  Date
     Director                         Director


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<MULTIPLIER> 1000

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<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-START>                             JAN-01-1999
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                                0
                                          0
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<INCOME-PRETAX>                                    596
<INCOME-PRE-EXTRAORDINARY>                         596
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       411
<EPS-BASIC>                                      14.72
<EPS-DILUTED>                                    14.72
<YIELD-ACTUAL>                                    3.82
<LOANS-NON>                                          0
<LOANS-PAST>                                        11
<LOANS-TROUBLED>                                     0
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<ALLOWANCE-OPEN>                                   173
<CHARGE-OFFS>                                        6
<RECOVERIES>                                         6
<ALLOWANCE-CLOSE>                                  233
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<ALLOWANCE-UNALLOCATED>                              0


</TABLE>


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