ISB FINANCIAL CORP/LA
8-K, 1998-09-25
STATE COMMERCIAL BANKS
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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



                      September 11, 1998                    
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              (Date of earliest event reported)


                    ISB Financial Corporation
- -----------------------------------------------------------------------------
     (Exact name of registrant as specified in its charter)


Louisiana                             0-25756              72-1280718
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(State or other jurisdiction  (Commission File Number)   (IRS Employer
 of incorporation)                                        Identification No.)

1101 East Admiral Doyle Drive, New Iberia, Louisiana          70560
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(Address of principal executive offices)                    (Zip Code)


                            (318) 365-2361                    
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         (Registrant's telephone number, including area code)


                           Not Applicable                      
- ----------------------------------------------------------------------------- 
   (Former name or former address, if changed since last report)
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Item 2.  Acquisition or Disposition of Assets
         ------------------------------------

    On September 11, 1998, IBERIABANK, the wholly owned subsidiary of ISB 
Financial Corporation (the "Company"), completed the acquisition (the 
"Acquisition") of 17 full-service branch offices with aggregate deposits of 
approximately $454 million from The First National Bank of Lafayette ("First 
National") and Central Bank, Monroe, Louisiana, subsidiaries of the former 
First Commerce Corporation, which has been acquired by BancOne Corporation. 
Seven of the offices with aggregate deposits of approximately $202 million
are in the Lafayette market area and were operated as offices of First 
National, and ten of the offices with aggregate deposits of approximately 
$252 million are in the Monroe market area and were operated as offices of 
Central Bank.  IBERIABANK paid a premium of 6.45% for the acquired deposits. 
In addition to the branch offices and deposits, IBERIABANK acquired 
approximately 7,800 loans with an aggregate balance of approximately $127 
million for a purchase price equal to the adjusted book value of such loans. 
Other than the Acquisition, there is no material relationship between the 
Company (including IBERIABANK) and the former First Commerce Corporation 
(including First National and Central Bank).

    The Company issued a press release on September 11, 1998 with respect to the
Acquisition which is attached hereto as an exhibit to this Form 8-K and is 
incorporated herein by reference.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits
         ------------------------------------------------------------------
    (a)(b)   Pursuant to the requirements of Item 7(a)(4) and Item 7(b)(2) of
Form 8-K, the Company will file an amendment hereto within sixty (60) days of
the due date of this Current Report containing any financial information and 
exhibits required by Item 7.

    (c)  Exhibits:

          10.1     Office Purchase and Assumption Agreement between First 
                   National and IBERIABANK, dated as of June 4, 1998 (without 
                   Schedules)*

          10.2     Office Purchase and Assumption Agreement between Central 
                   Bank and IBERIABANK, dated as of June 4, 1998 (without 
                   Schedules)*

          99       Press Release, dated as of September 11, 1998
         _________________

          *        Incorporated herein by reference to the Company's Form 8-K, 
                   dated June 4, 1998.


                                  2
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                            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 thereunto duly authorized.

                             ISB FINANCIAL CORPORATION



Date: September 24, 1998    By:  /s/ Larrey G. Mouton
                                  -------------------------------------        
                                  Larrey G. Mouton
                                  President and Chief Executive Officer

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                           Exhibit 99

          Press Release, dated as of September 11, 1998 
<PAGE>
EXHIBIT 99

IBERIABANK Acquires 17 Branch Offices

NEW IBERIA, La., Sept. 11-- IBERIABANK, the wholly owned commercial bank 
subsidiary of ISB Financial Corporation (Nasdaq: ISBF; the ``Company''), today 
announced that it has completed the acquisition of seventeen full-service branch
offices with aggregate deposits of approximately $454 million from the former 
First Commerce Corporation. Seven of the offices with aggregate deposits of 
approximately $202 million are in the Lafayette market area and were operated as
offices of The First National Bank of Lafayette (``First National''), and ten of
the offices with aggregate deposits of approximately $252 million are in the 
Monroe market area and were operated as offices of Central Bank, Monroe, 
Louisiana. A list of the branch offices is provided below. 


           Central Bank

Branch 0ffice        Address

Northeast            3500 DeSiard Street, Monroe
Claiborne            5329 Cypress St., West Monroe
South Central        1900 Jackson St., Monroe
Lakeshore            8019 DeSiard St., Monroe
Central Center       One Stella Mill St., West Monroe
Super 1-Monroe       2810 Louisville Ave., Monroe
Super 1-West         2907 Cypress St., West Monroe
Monroe Brookshire's  2348 Sterlington Road, Monroe
Ruston Main Office   305 S. Vienna, Ruston
North Trenton        1327 N. Trenton, Ruston


     First National Bank of Lafayette

Branch Office        Address

Oil Center           463 Heymann Blvd., Lafayette
Northgate            1820 Moss St., Lafayette
Congress             4010 W. Congress St., Lafayette
Caffery              3710 Ambassador Caffery Pkwy, Lafayette
Scott                200 Westgate Road, Scott
Kaliste Saloom       420 Kaliste Saloom, Lafayette
Carencro             805 Bernard Road, Carencro
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The 17 branch offices include approximately 48,000 customers or deposit accounts
(including approximately $62 million in demand deposit accounts). IBERIABANK 
paid a deposit premium of 6.45%. In addition to the branch offices and deposits,
IBERIABANK acquired approximately 7,800 loans with an aggregate balance of $127 
million for a purchase price equal to the adjusted book value of such loans. 

On September 11, 1998, the 17 acquired branch offices will open for business 
fully converted to IBERIABANK offices and the former First National and Central
Bank employees will continue to staff the offices as IBERIABANK employees. 
Larrey G. Mouton, President and Chief Executive Officer of IBERIABANK, said,
``We are very excited at the opportunity to expand our customer base and we 
welcome these new customers and employees to IBERIABANK.'' 

IBERIABANK's branch office network has now increased to 44 offices in 10 
parishes in Louisiana. Based on deposits, IBERIABANK now ranks second in 
market share in both the Lafayette and Monroe market areas. ISB Financial 
Corporation now has approximately $1.4 billion in assets, $1.2 billion in 
deposits and $802 million in total loans. 

ISB Financial Corporation is the holding company for IBERIABANK. IBERIABANK now
operates 26 full service offices located in south central Louisiana, eight full 
service offices located in the Greater New Orleans area and 10 full service 
offices in the Monroe market area.  The deposits of IBERIABANK are insured by
the Federal Deposit Insurance Corporation to the full extent provided for by 
law and regulation.
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