FIRST REPUBLIC BANCORP INC
8-K, 1997-09-12
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                SECURITIES AND EXCHANGE COMMISSION

                      WASHINGTON, D.C.  20549


                         _________________


                             FORM 8-K

                          CURRENT REPORT
              PURSUANT TO SECTION 13 OR 15(D) OF THE
                  SECURITIES EXCHANGE ACT OF 1934



Date of Report (Date of earliest event reported): September 12, 1997


                    FIRST REPUBLIC BANCORP INC.
        (Exact Name of Registrant as Specified in Charter)

<TABLE>
<CAPTION>
            DELAWARE                          0-15882                        94-2964497
 <S>                                 <C>                            <C>
 (State or other Jurisdiction of     (Commission File Number)       (IRS Employer Identification
         Incorporation)                                                         No.)
</TABLE>


     388 MARKET STREET, SAN FRANCISCO, CALIFORNIA              94111
     (Address of Principal Executive Office)                (Zip Code)


Registrant's telephone number, including area code:  (415) 392-1400


                          NOT APPLICABLE
   (Former Name or Former Address, if Changed Since Last Report)



<PAGE>
ITEM 5.   OTHER EVENTS

          On  August  26,  1997, the stockholders of First Republic Bancorp
Inc. ("First Republic") approved an Agreement and Plan of Merger (the "Plan
of Merger") between First Republic  and  First  Republic  Savings Bank, the
sole  wholly-owned  subsidiary  of  First  Republic  ("FRSB").  The  merger
provided for in the Plan of Merger (the "Merger") will  become effective at
the  close  of  business on September 12, 1997.  In the Merger:  (i)  First
Republic will be  merged  with  and  into FRSB; (ii) FRSB will be converted
from a Nevada-chartered thrift company  into a Nevada chartered bank; (iii)
the name of the surviving corporation will  be  changed  to  First Republic
Bank  (the  "Bank"); and (iv) each share of First Republic's common  stock,
par value $.01,  will  be  converted  into  one  share of the Bank's common
stock, par value $.01.

          Pursuant to the Securities Exchange Act of 1934, after the Merger
becomes  effective  the Bank will be required to make  periodic  and  other
filings with the Federal  Deposit  Insurance  Corporation  but not with the
Securities and Exchange Commission.


ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA Financial Information and Exhibits

          (a)  Financial statements of business acquired:  Not Applicable

          (b)  PRO FORMA financial information:  Not Applicable

          (c)  Exhibits:  None







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<PAGE>
<PAGE>
                            SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report  to  be  signed on its behalf by
the undersigned hereunto duly authorized.


                                   FIRST REPUBLIC BANK



Dated:  September 12, 1997         By:  /S/ JAMES H. HERBERT
                                   					--------------------
                                        James H. Herbert, II
                                        President











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