<TABLE>
FORM 5 U.S. SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL
[ ] CHECK BOX IF NO LONGER SUBJECT WASHINGTON, D.C. 20549 OMB Number 3235-0362
TO SECTION 16. FORM 4 OR FORM Expires: September 30, 1998
5 OBLIGATIONS MAY CONTINUE. STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Estimated average burden
SEE INSTRUCTION 1(B). hours per response . . . . 1.0
[ ] FORM 3 HOLDINGS REPORTED
[ ] FORM 4 TRANSACTIONS REPORTED
<CAPTION>
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
<S> <C> <C>
1. Name and Address of Reporting Person* 2. Issuer Name and Ticker or Trading 6. Relationship of Reporting Person to Issuer
Symbol Shoreline Financial (Check all applicable)
Corporation ("SLFC")
ZILE RONALD L. [X] Director ____ 10% Owner
(Last) (First) (Middle) 3. IRS or Social Security Number of _____Officer (give ____ Other (specify
Reporting Person (Voluntary) title below
below
77329 PINEWOOD DRIVE
(Street) ______________________________
4. Statement for Month/Year
December 31, 1996 7. Individual or Joint/Group Reporting (check
SOUTH HAVEN MICHIGAN 49090 applicable line)
(City) (State) (Zip) 5. If Amendment, Date of Original [X] Form Filed by One Reporting Person
(Month/Year) __ Form Filed by More than One Reporting
Person
</TABLE>
<TABLE>
TABLE I - NON-DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
<CAPTION>
1. Title of Security 2. Transaction Date 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3) (Month/Day/Year) (Instr. 8) (Instr. 3, 4 and 5)
Amount (A) or (D) Price
<S> <C> <C> <C> <C> <C>
Common Stock 3/27/96 R 92.9 A $18.29
Common Stock 6/28/96 R 89.6 A $20.19
Common Stock
5. Amount of Securities 6. Ownership Form: 7. Nature of Indirect
Beneficially Owned Direct (D) or Beneficial Ownership
at end of Issuer's Indirect (I) (Instr. 4)
Fiscal Year (Instr. 4)
(Instr. 3 and 4)
see below
33,332.6 D
1,038.7 I By Spouse
<FN>
* If the form is filed by more than one reporting person, SEE Instruction 4(b)(v).
</FN>
</TABLE>
FORM 5 (CONTINUED)
<TABLE>
TABLE II - DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
(E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
<CAPTION>
1. Title of Derivative Security 2. Conversion or 3. Transaction 4. Transaction Code 5. Number of Derivative
(Instr. 3) Exercise Price Date (Month/ (Instr. 8) Securities Acquired (A)
of Derivative Day/Year) or Disposed of (D)
Security (Instr. 3, 4 and 5)
(A) (D)
<S> <C> <C> <C> <C>
</TABLE>
<TABLE>
<CAPTION>
6. Date Exercisable and 7. Title and Amount of 8. Price of 9. Number of 10. Ownership 11. Nature of
Expiration Date Underlying Securities Derivative Derivative of Deriva- Indirect
(Month/Day/Year) (Instr. 3 and 4) Security Securities tive Secur- Beneficial
Amount or (Instr. 5) Beneficially ity: Direct Ownership
Date Expiration Number of Owned at End (D) or In- (Instr. 4)
Exercisable Date Title Shares of Year direct (I)
(Instr. 4) (Instr. 4)
<S> <C> <C> <C> <C> <C>
<FN>
EXPLANATION OF RESPONSES:
S/RONALD L ZILE 2/13/97
**Intentional misstatements or omissions of facts constitute Federal **Signature of Reporting Person Date
Criminal Violations. SEE 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Ronald L. Zile
By Jeffrey A. Ott
Note: File three copies of this Form, one of which must be manually signed. Attorney-in-Fact
If space provided is insufficient, SEE Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless
the form displays a currently valid OMB Number. Page 2
</FN>
</TABLE>
<PAGE>
POWER OF ATTORNEY
The undersigned, a director and/or officer of Shoreline Financial
Corporation, a Michigan corporation (the "Company"), does hereby nominate,
constitute and appoint Dan L. Smith, Wayne R. Koebel, Gordon R. Lewis and
Jeffrey A. Ott, or any one or more of them, his or her true and lawful
attorneys and agents to do any and all acts and things and to execute and
file any and all instruments which such attorneys and agents, or any of
them, may deem necessary or advisable to enable the undersigned (in his or
her individual capacity or in a fiduciary or other capacity) to comply with
the Securities Exchange Act of 1934, as amended (the "Act"), and any
requirements of the Securities and Exchange Commission in respect thereof,
in connection with the preparation, execution and filing of any report or
statement of beneficial ownership or changes in beneficial ownership of
securities of the Company that the undersigned (in his or her individual
capacity or in a fiduciary or other capacity) may be required to file
pursuant to Section 16(a) of the Act including, without limitation, full
power and authority to sign the undersigned's name, in his or her
individual capacity or in a fiduciary or other capacity, to any report or
statement on Form 3, 4 or 5, or to any amendments or any successor forms
thereto, or any form or forms adopted by the Securities and Exchange
Commission in lieu thereof or in addition thereto, hereby ratifying and
confirming all that such attorneys and agents, or any of them, shall do or
cause to be done by virtue hereof.
The undersigned agrees that the attorneys-in-fact named herein
may rely entirely on information furnished orally or in writing by the
undersigned to such attorneys-in-fact. The undersigned also agrees to
indemnify and hold harmless the Company and the attorneys-in-fact against
any losses, claims, damages or liabilities (or actions in respect thereof)
that arise out of or are based upon any untrue statement or omission of
necessary fact in the information provided by the undersigned to the
attorneys-in-fact for purposes of executing, acknowledging, delivering or
filing Forms 3, 4, or 5, or any amendments or any successor forms thereto,
or any form or forms adopted by the Securities and Exchange Commission in
lieu thereof or in addition thereto, and agrees to reimburse the Company
and the attorneys-in-fact herein for any legal or other expenses reasonably
incurred in connection with investigating or defending against any such
loss, claim, damage, liability or action.
This authorization shall supersede all prior authorizations to
act for the undersigned with respect to securities of the Company in these
matters, which prior authorizations are hereby revoked, and shall survive
the termination of the undersigned's status as a director and/or officer of
the Company and remain in effect thereafter for so long as the undersigned
(in his or her individual capacity or in a fiduciary or other capacity) has
any obligation under Section 16 of the Act with respect to securities of
the Company.
Date: 2-15-96 Signature: /S/ RONALD L. ZILE
Ronald L. Zile
