COMMUNITY FINANCIAL CORP /IL/
8-K, 1996-12-31
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                 SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                             FORM 8-K

              Pursuant to Section 13 or 15(d) of
               the Securities Exchange Act of 1934



        Date of Report (Date of earliest event reported):
                           December 27, 1996


                       Community Financial Corp.
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    (Exact name of registrant as specified in its charter)


        Illinois                 0-26792         37-1337630
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(State or other jurisdiction  (Commission     (I.R.S. Employer
of incorporation)             File Number)   Identification No.)


240 E. Chestnut Street, Olney, Illinois            62450-2295
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(Address of principal executive offices)           (Zip Code)


     Registrant's telephone number, including area code:
                        (618) 395-8676
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                         Not Applicable
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 (Former name or former address, if changed since last report)<PAGE>
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ITEM 5.  OTHER EVENTS
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      On December 27, 1996, the Registrant announced that it had
signed an agreement to acquire American Bancshares, Inc., the
holding company for American Bank of Illinois in Highland, for a
cash purchase price not to exceed $2.15 million.  For further
information, reference is made to the Registrant's press release
dated December 27, 1996, which is attached hereto as Exhibit
99.1, and incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
         AND EXHIBITS
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      The following is a list of exhibits filed with this Current
Report on Form 8-K.

  Exhibit No.            Description
  -----------            -----------

     99.1         Press Release, dated December 27, 1996


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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, hereunto duly authorized.


Date: December 30, 1996         By: /s/ Shirley B. Kessler
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                                    Shirley B. Kessler
                                    President

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                                   NEWS RELEASE
                                   FOR MORE INFORMATION CONTACT
                                   Shirley B. Kessler
                                   President
                                   618-395-8676
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                                   FOR IMMEDIATE RELEASE
                                   DECEMBER 27, 1996


                 COMMUNITY FINANCIAL CORP.
                EMERITUS AGREEMENT TO ACQUIRE
                AMERICAN BANCSHARES, INC. AND
             AMERICAN BANK OF ILLINOIS IN HIGHLAND


     Olney, Illinois - December 27, 1996.  Community Financial
Corp. (Nasdaq.nms: CFIC), the holding company for Community Bank
& Trust, N.A., and American Bancshares, Inc., the holding company
for American Bank of Illinois of Highland, announced today that
they have signed an agreement pursuant to which Community
Financial Corp. will acquire American Bancshares, Inc. for a cash
purchase price not to exceed $2.15 million.

     American Bank of Illinois in Highland has two offices,
located in Highland and Pocahontas, Illinois, with total assets
of $18 million.  It is anticipated that American Bank of Illinois
in Highland will remain an independent bank as a subsidiary of
Community Financial Corp. following the acquisition.  All
existing Directors of American Bank of Illinois in Highland will
continue to serve as Directors of that Bank.  All American Bank
staff members will be retained to ensure the high level of
service the customers have come to expect.

     "Community Financial Corp. is very enthusiastic about its
agreement to purchase American Bancshares, Inc.," stated Shirley
B. Kessler, President of Community Financial Corp.  "We are
excited about the growth potential this market holds and the
opportunity to offer our existing products to new customers."

     Mr. Karl Tauber, President of American Bank of Illinois in
Highland, said, "We have been seeking a partner to enhance our
product offerings and enable us to better serve our communities. 
Community Bank & Trust provides the same kind of personal service
that has been the foundation of our growth.  We are confident
that our customers will benefit from this affiliation."
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     The acquisition would result in consolidated assets for
Community Financial Corp. of approximately $203.3 million,
consolidated loans of approximately $134.1 million and
consolidated deposits of approximately $154.2 million based on
September 30, 1996 financial information.  The acquisition is
expected to be completed in the second quarter of 1997 and is
subject to various conditions, including regulatory approval.

     Community Financial Corp. is the holding company for
Community Bank & Trust, N.A., which conducts business through its
main office and four branch offices located in Southeastern
Illinois.  At September 30, 1996, the Company had 2,387,112
shares of common stock issued and outstanding, 716 shareholders
of record, and total assets of $185 million on a consolidated
basis.


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