UNITED STATES

                    SECURITITES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                   FORM 10-Q

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 1995

                                      OR

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
           EXCHANGE ACT OF 1934

Commission file number 0-11132

                      FIRST BANKING CENTER, INC.
        (Exact name of registrant as specified in its charter)   

            Wisconsin                            39-1391327
  (State or other jurisdiction of             (I.R.S. Employer
   incorporation or organization)             Identification No.)

     400 Milwaukee Ave., Burlington, WI              53105
  (Address of principal executive offices)         (Zip code)

                             (414) 763-3581
             (Registrant's telephone number, including area code)

     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 the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practivable date.  Common stock, $1.00 par
value, 1,463,148 shares outstanding.




PART I. FINANCIAL INFORMATION

 
                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                         CONSOLIDATED BALANCE SHEET
                             September 30 1995
                                    vs
                             December 31, 1994
                          (Amounts in Thousands)

ASSETS                                                     09/30/95  12/31/94
Cash and due from banks                                      $8,383   $11,521
Federal funds sold                                               64       566
  Total Cash and Cash Equivalents                             8,447    12,087

Interest bearing deposits in banks                            1,928     1,899
Investment securities - Held to Maturity                     28,543    30,132
Investment securities - Available for Sale                   29,773    21,655
Loans                                                       166,867   157,773
Less:
  Allowance for loan losses                                  (2,258)   (2,095)
  Total Net Loans                                           164,609   155,678
Property and Equipment                                        5,140     4,707
Other Assets                                                  4,695     4,927
TOTAL ASSETS                                               $243,135  $231,085

LIABILITIES
Deposits
  Non-interest bearing demand                               $27,450   $29,294
  Interest bearing demand                                    16,457    20,082
  Money market demand                                        34,507    37,063
  Savings                                                    25,609    27,237
  Time                                                       85,278    73,434
Total Deposits                                              189,301   187,110
Fed Funds Sold & Securities sold
under agreements to repurchase                               18,092    13,755
Short-term borrowings                                         5,564       697
Long-term borrowings                                          4,511     6,805
Accrued interest and other liabilities                        2,252     1,892
TOTAL LIABILITIES                                          $219,720  $210,259

STOCKHOLDERS' EQUITY
Common Stock, $1.00 par value 3,000,000
  shares authorized 1,468,464 shares issued                  $1,468    $1,468
Surplus                                                       3,986     3,986
Retained Earnings                                            18,247    16,353
Net unrealized loss on available
  for sale securitites                                         (233)     (927)
  Subtotal                                                   23,468    20,880
Treasury Stock                                                  (53)      (54)

TOTAL STOCKHOLDERS' EQUITY                                  $23,415   $20,826

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                 $243,135  $231,085








                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                     CONSOLIDATED STATEMENT OF INCOME
                     as of September 30, 1995 and 1994
                          (Amounts in Thousands)

                                        Quarter-to-Date      Year-to-Date

                                       09/30/95  09/30/94 09/30/95  09/30/94
INTEREST INCOME
Interest and fees on loans               $3,914    $3,112   $11,055    $8,955
Interest on deposits in banks                32        28       133       156
Interest on federal funds sold
  and repurchase agreements                  98        13       248        47
Interest on securities:
  U.S. Government and other                 718       564     2,094     1,663
  Tax Exempt Securities                     115       137       354       427
TOTAL INTEREST INCOME                     4,877     3,854    13,884    11,248

INTEREST EXPENSE
Interest on deposits                      1,935     1,449     5,485     4,319
Int. on short-term borrowings               253       113       681       307
Int. on long-term borrowings                155       108       406       282
TOTAL INTEREST EXPENSE                    2,343     1,670     6,572     4,908

Net interest Income                       2,534     2,184     7,312     6,340
Provision for loan losses                    68        67       203       202
NET INT. INC. AFTER PROVISION
  FOR LOAN LOSSES                         2,466     2,117     7,109     6,138

OTHER OPERATING INCOME
Trust department income                      75        75       225       225
Service charges on deposits                 191       156       534       451
Invest. security gains/(losses)               0        (8)      (11)      (10)
Other income                                116       109       305       271
TOTAL OTHER OPERATING INCOME                382       332     1,053       937

OTHER OPERATING EXPENSE
Employee expense                            831       821     2,509     2,207
Occupancy expense                           159       139       428       393
Equipment expense                           172       110       432       290
Computer services                            75        81       231       218
Other expense                               364       451     1,259     1,303
TOTAL OTHER OPERATING EXPENSE             1,601     1,602     4,859     4,411

Income before income taxes                1,247       847     3,303     2,664
Income taxes                                427       275     1,116       870

NET INCOME                                 $820      $572    $2,187    $1,794

Earnings per share                        $0.56     $0.39     $1.49     $1.23

Average shares outstanding                1,463     1,458     1,463     1,457












                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                           BURLINGTON, WISCONSIN
                 Y-T-D ending September 30, 1995 and 1994
             Increase (decrease) in Cash and Cash Equivalents
                           (Amounts in Thousands)

                                                               1995      1994
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                   $2,187    $1,794
Adjustments to reconcile net income to net
  cash provided by operating activities:
Depreciation                                                    380       285
Provision for loan losses                                       203       202
Provision for deferred taxes                                      0         0
Amortization and accretion of bond
  premiums and discounts - net                                   89       144
Amortization of excess cost over equity in
  underlying net assets of subsidiary                             2         2
Investment securities (gains) losses                             11        10
(Increase) decrease in assets:
  Interest receivable                                          (447)     (285)
  Other assets                                                  363    (1,445)
Increase (decrease) in liabilities:
  Taxes payable                                                (134)      (76)
  Interest payable                                              258        15
  Other liabilities                                             236       320
TOTAL ADJUSTMENTS                                               961      (828)
NET CASH PROVIDED FROM OPERATING ACTIVITIES                  $3,148      $966


CASH FLOWS FROM INVESTING ACTIVITIES
Net (increase) decrease in interest-bearing deposits           ($29)   $8,205
Proceeds from sale of investment securities
   available for sale                                         1,000     3,862
Proceeds from maturity of investment securities              19,458    14,580
Purchase of investment securities                           (26,079)  (16,576)
Net (increase) decrease in loans                             (9,134)  (19,686)
Purchase of office buildings and equipment                     (813)     (816)
NET CASH USED IN INVESTING ACTIVITIES                      ($15,597) ($10,431)





                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CASH FLOWS  (Continued)
                           BURLINGTON, WISCONSIN
                  Y-T-D ending September 30, 1995 and 1994
              Increase (decrease) in Cash and Cash Equivalents
                           (Amounts in Thousands)

                                                               1995      1994
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits                          $2,191    $2,224
Dividends paid                                                ($293)     (262)
Net increase (decrease) in Short-term Borrowings             $4,867     2,342
Net increase (decrease) in Long-term Borrowings             ($2,294)      415
Net increase (decrease) in securities sold under
  repurchase agreements                                      $4,337     1,329
Proceeds from stock options exercised                            $1        14
NET CASH PROVIDED BY FINANCING ACTIVITIES                    $8,809    $6,062



Net increase (decrease) in cash and cash equivalents         (3,640)   (3,403)


Cash and cash equivalents at beginning of year               12,087    10,728

Cash and cash equivalents at end of quarter                  $8,447    $7,325



SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid (received) during the year for:

Interest                                                     $6,328    $4,907

Income taxes (received)                                      $1,250      $861







                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                     CONSOLIDATED STATEMENT OF CHANGES
                   IN COMPONENTS OF STOCKHOLDERS' EQUITY
                         As of September 30, 1995
                          (Amounts in Thousands)

                             COMMON              RETAINED AVAILABLE  TREASURY
                             STOCK     SURPLUS   EARNINGS  FOR SALE  STOCK
                                                          SECURITIES

Balances
December 31, 1993              $1,468    $3,975   $14,519        $0     ($110)

Net income-YTD 1994                                 1,794

Cash dividend paid
$.18 per share                                       (263)

Exercise of
Stock options                                 3                            11

Change in unrealized
loss on available
for sale securities                                            (541)

Balances
 September 30, 1994            $1,468    $3,978   $16,050     ($541)     ($99)


Balances
 December 31, 1994             $1,468    $3,986   $16,353     ($927)     ($54)

Net income-YTD 1995                                 2,187

Cash dividend paid
 $.20 per share                                      (293)

Exercise of
Stock options                                                               1

Change in unrealized
loss on available
for sale securities                                             694

Balances
 September 30, 1995            $1,468    $3,986   $18,247     ($233)     ($53)






                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
              OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                          As of September 30, 1995



Basis of Presentation

In the opinion of Management, the accompanying unaudited consolidated
financial statements reflect all adjustments which are necessary to present a
fair statement of the results for the interim periods.

The accounting policies followed by the registrant are set forth in Note A to
the registrant's financial statements in the 1994 First Banking Center, Inc.
(the "Company") annual report which is incorporated by reference herein (see
exhibit A).











                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                   MANAGEMENT'S DISCUSSION AND ANALYSIS
             OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                          As of September 30, 1995

      The following is a discussion of the financial condition,
changes in financial condition and results of operations of the
Company.

Financial Condition

     During the first nine months of 1995, the Company's
stockholders' equity increased $2,589,000 or an annualized 17%.
At September 30, 1995, the Company had 5,266 shares of Treasury Stock
at an average cost of $10.02 per share.

     In December 1990, the Federal Reserve Board's risk-based
guidelines became effective.  Under these guidelines, capital is
measured against the Company's risk-adjusted assets.  Each asset on
the balance sheet, as well as a balance sheet equivalent amount of
contingent obligations that are off-balance sheet, is assigned a
risk weighing from zero to 100 percent.  The sum of the weighted
assets constitutes risk-adjusted assets.  The Company's tier 1
capital (common stockholders' equity less goodwill) to risk-
adjusted assets was approximately ????% at September 30, 1995, well
above the 4 percent minimum required.  Total capital to risk-
adjusted assets approximated ????%, also well above the minimum
requirement.

Asset Quality

     We continue our commitment to credit quality in 1995. Net
charge-offs as a percentage of average loans for the first nine
months of 1995 were .025%.  At September 30, 1995, non-performing
assets were $900,000 or .37%.  Non-performing assets consist
primarily of real estate loans.

     At September 30, 1995, the allowance for possible loan losses was
$2,258,000 or 1.35% of gross loans compared with $2,039,000 or
1.32% of gross loans at September 30, 1994.  Management considers the
allowance more than adequate to cover possible losses in the loan
portfolio.









Asset/Liability Management

     The principal function of asset/liability management is to
manage the balance sheet mix, maturities, repricing characteristics
and pricing components to provide an adequate and stable net
interest margin with an acceptable level of risk over time and
through interest rate cycles.

     Interest-sensitive assets and liabilities are those that are
subject to repricing within a specific relevant time horizon.  The
Company measures interest-sensitive assets and liabilities, and
their relationship with each other at terms of immediate, monthly
intervals up to 12 months, and over 1 year.

     Changes in net interest income, other than volume-related,
arise when interest rates on assets reprice in a time frame or
interest rate environment that is different from the repricing
period for liabilities.  Changes in net interest income also arise
from changes in the mix of interest-earning assets and interest-
bearing liabilities.

     The Company's strategy with respect to asset/liability
management is to maximize net interest income while limiting our
exposure to a potential downward movement.  Strategy is implemented
by the Bank's management, which takes action based upon its
analysis of the Bank's present positioning, its desired future
positioning, economic forecasts and its goals.


Liquidity

     The liquidity position of the Company is managed to insure
that sufficient funds are available to meet customers' needs for
loans and deposit withdrawals.  Liquidity to meet demand is
provided by maintaining marketable investment securities and money
market assets such as Interest Bearing Deposits in Banks and
Federal Funds Sold. Other sources of liquidity include deposit
growth and short and long term borrowings.

     The loan to deposit ratio for the Company was 87% at September
30, 1995.

     Management is unaware of any recommendations by regulatory
authorities, known trends, events or uncertainties that will have
or that are reasonably likely to have a material effect on the
Company's liquidity.


Results of Operations for Nine Months Ended September 1995 and 1994







Results of Operations Overview

     In the first nine months of 1995 the Company reported
earnings of $2,187,000 an increase of $393,000 or 22% over the same
period in 1994.  The interest margin before allowance for loan
losses was $7,312,000 for the first nine months of 1995 compared
to $6,340,000 for the nine months ended September 30, 1994.

Interest Income

     Interest and fees on loans was $11,055,000 for the first nine
months of 1995. This represents a increase of $2,100,000 or 23% in
comparison to the same period in 1994. The increase was the result
of an increase in rates charged on loans as well as an increase in
the balance of loans outstanding.

     Interest on deposits at other financial institutions decreased
$23,000 for the first nine months of 1995 compared to the same
period in 1994. The decrease was the result of a decrease in
average balances.

     Interest on investment securities was $2,425,000 for the first
nine months of 1995. This represents an increase of $335,000 or
16% over the same period in 1994. Income on Federal Funds Sold
increased by $201,000 or 428%.  The increase in investment income
is due to an increase in interest rates and balances outstanding.


Interest Expense

     Interest expense increased $1,664,000 or 34% during the first
nine months of 1995. The increase in interest expense is
due to increased Interest-Bearing Deposits as well as increased
interest rates as compared to the first nine months of 1994.


Allowance for Loan Losses

     The Banks evaluate the adequacy of the allowance for loan
losses based on an analysis of specific problem loans, as well as
on an aggregate basis.  Management reviews a calculation of the
allowance for loan losses on a monthly basis and feels that the
allowance for loan losses is adequate to provide for potential
future losses.  The level of the allowance is based on management's
periodic and comprehensive evaluation of the loan portfolio,
including past loan loss experience; current and projected economic
trends; the volume, growth and composition of the loan portfolio;
and other relevant factors.  Reports of examinations furnished by
State and federal banking authorities are also considered by
management in this regard.

     The Banks have established the allowance for loan losses to
reduce the gross level of loans outstanding by an estimate of
uncollectible loans.  As loans are deemed uncollectible, they are
charged against the allowance.  A provision for loan losses is
expensed against current income on a monthly basis.  This provision
acts to replenish the allowance for loan losses to accommodate
charge-offs and growth in the loan portfolio, thereby maintaining
the allowance at an adequate level.

     For the first nine months of 1995 provisions charged against
1995 income were $203,000 which was the same as the provision during
the same period in 1994.

Other Operating Income

Other operating income increased $116,000 or 12%. Service charge
income increased 18%. All other income increased by $34,000 or
13%. Trust income remain unchanged at $225,000.

Other Operating Expense

     Other operating expense increased $448,000 or 10%. Employee
expenses increased $302,000 or 14%. Occupancy expense increased
$35,000 compared to the first nine months of last year or 9%.
Equipment expenses increased $142,000 or 49%. The increase in
equipment expense is primarily due to depreciation charges associated
with the computer and item processing equipment the banks purchased
during 1994. Computer services increased $13,000 or 6%. All other
expenses decreased $44,000 or 3%.

PART II - OTHER INFORMATION

Item   I.      Legal Proceedings

               none

Item  II.      Changes in Securities

               none

Item III.      Defaults Upon Senior Securities

               none

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

               none

Item   V.      Other Information

               none

Item  VI.      Exhibits and Reports on Form 8-K

               none





                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN

                                SIGNATURES









     Pursuant to the requirement 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.














                              First Banking Center, Inc.





November 10, 1995             ________________________________________
Date                          Roman Borkovec, President and Chief
                                   Executive Officer



November 10, 1995             ________________________________________
Date                          James Schuster, Chief Accounting Officer












EXHIBIT A:

                     FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                                BURLINGTON, WISCONSIN
                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS






NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  The accounting principles of First Banking Center, Inc. conform to those 
  generally accepted and to general practices within the banking industry.  The
  significant accounting policies affecting the consolidated financial
  statements are summarized below to assist the reader in understanding the
  financial information presented in this report.

  1.  Consolidation

  The consolidated financial statements of First Banking Center, Inc. include 
  the accounts of its wholly owned subsidiaries, First Banking Center -
  Burlington and First Banking Center - Albany.  First Banking Center - 
  Burlington includes the accounts of its wholly owned subsidiary, First Banking
  Center Burlington Investment Corporation.  All significant intercompany 
  accounts and transactions have been eliminated in the consolidated financial
  statements.

  2.  Nature of banking activities

  The consolidated income of First Banking Center, Inc. is principally from 
  income of the two bank subsidiaries.  The subsidiary Banks grant agribusiness,
  commercial and residential loans to customers primarily in southeastern and
  south central Wisconsin.  Although the Banks have a diversified loan 
  portfolio, the ability of its debtors to honor their contracts is dependent on
  on the economic conditions of the counties surrounding the subsidiary Banks.

  3.  Cash and cash equivalents

  For purposes of reporting cash flows, cash and cash equivalents include cash
  on hand, amounts due from banks and federal funds sold.  Generally, federal
  funds are sold for one-day periods.  Cash flows from interest bearing deposits
  in banks, loans, federal funds purchased, deposits and other short-term
  borrowings are reported net.

  The Bank maintains amounts due from banks which, at times, may exceed
  federally insured limits.  The Bank has not experienced any losses in such
  accounts.

  4.  Investment in debt and marketable equity securities

  The Company accounts for debt and equity securities in accordance with FASB
  Statement No. 115.  This statement requires that management determine the
  appropriate classification of securities at the date of adoption and
  thereafter as each individual security is acquired.  In addition, the 
  appropriateness of such classification should be reassessed at each balance
  sheet date.  The classifications and related accounting policies under FASB
  Statement No. 115 are as follows:

  Available for sale securities:

      Securities classified as available for sale are those debt securities
      that the Company intends to hold for an indefinite period of time, but
      not necessarily to maturity.  Available for sale securities also
      includes equity securities.  Any decision to sell a security classified
      as available for sale would be based on various factors, including
      significant movements in interest rates, changes in the maturity mix of
      the Company's assets and liabilities, liquidity needs, regulatory
      capital considerations, and other similar factors.  Securities available
      for sale are carried at fair value.  Unrealized gains or losses net of
      the related deferred tax effect are reported as increases or decreases
      in stockholders' equity.  Realized gains or losses, determined on the
      basis of the cost of specific securities sold, are included in earnings.

  Held to maturity securities:

      Securities classified as held to maturity are those debt securities the
      Company has both the intent and ability to hold to maturity regardless
      of changes in market conditions, liquidity needs or changes in general
      economic conditions.  These securities are carried at cost adjusted for
      amortization of premium and accretion of discount, computed by the
      interest method over their contractual lives.

      Transfers of debt securities into the held to maturity classification
      (if any) from the available for sale classification are made at fair
      value on the date of transfer.  The unrealized holding gain or loss on
      the date of transfer is retained in the separate component of
      stockholders' equity and in the carrying value of the held to maturity
      securities.  Such amounts are amortized over the remaining contractual
      lives of the securities by the interest method.

  Securities held for investment:

      Prior to the accounting change discussed in Note B, securities held for
      investment were stated at cost adjusted for amortization of premiums and
      accretion of discounts which were recognized as adjustments to interest
      income.  Gains or losses on disposition were based on the net proceeds
      and the adjusted carrying amount of the securities sold, using the
      specific identification method.  Mutual funds were carried at the lower
      of their aggregate cost or market value, determined as of the report
      date.  Any unrealized loss was credited to a valuation allowance for
      marketable equity securities and charged to a separate account within
      the equity section.

  5.  Loans

  Loans are stated at the amount of unpaid principal, reduced by an allowance
  for loan losses.  Interest on other loans is calculated by using the simple-
  interest method on daily balances of the principal amount outstanding.
  Accrual of interest is generally stopped when a loan is greater than three
  months past due.  Interest on these loans is recognized only when actually 
  paid by the borrower if collection of the principal is likely to occur. 
  Accrual of interest is generally resumed when the customer is current on all
  all principal interest payments and has been paying on a timely basis for a
  period of time.

  6.  Allowance for loan losses

  The allowance for loan losses is established through a provision for loan 
  losses charged to expense.  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 evaluation 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.  While management uses the best
  information available to make its evaluation, future adjustments to the allow-
  ance may be necessary if there are significant changes in economic conditions.

  7.  Office buildings and equipment

  Depreciable assets are stated at cost less accumulated depreciation.
  Provisions for depreciation are computed on straight-line and accelerated 
  methods over the estimated useful lives of the assets, which range from 15 to
  50 years for the buildings and 3 to 15 years for equipment.

  8.  Income taxes

  The Company uses the asset and liability approach to financial accounting and
  reporting for income taxes.  Deferred income tax assets and liabilities are
  computed annually for differences between the financial statement and tax 
  basis of assets and liabilities that will result in taxable or deductible
  amounts in the future based on enacted tax laws and rates applicable to the 
  periods in which the differences are expected to affect taxable income.  The 
  differences relate principally to the reserve for loan losses, nonaccrual loan
  income, fixed assets, deferred compensation and pension, and unrealized
  gains and losses on available for sale securities.  Valuation allowances
  are established when necessary to reduce deferred tax assets to the amount
  expected to be realized.

  9.  Trust assets and fees

  Property held for customers in fiduciary or agency capacities is not included 
  in the accompanying balance sheet, since such items are not assets of the 
  Company.  In accordance with established industry practice, income from trust
  fees is reported on the cash basis.  Reporting of trust fees on an accrual
  basis would have no material effect on reported income.

  10. Earnings per share

  Earnings per share are computed based upon the weighted average number of
  common and common equivalent shares outstanding during each year.  In the
  computation of weighted average shares outstanding all dilutive stock options
  are assumed to be exercised at the beginning of each year and the proceeds
  are used to purchase shares of the Company's common stock at the average
  market price during the year.  Fully diluted earnings per share are computed
  in a similar manner except, to reflect maximum potential dilution, the market
  price at the close of the reported period is used if higher than the average
  market price during the year.

  11.  Fair value of financial instruments

  FASB Statement No. 107, Disclosures about Fair Value of Financial Instruments,
  requires disclosure of fair value information about financial instruments,
  both assets and liabilities, whether or not recognized in the balance sheet,
  for which it is practicable to estimate that value.  In cases where quoted
  market prices are not available, fair values are based on estimates using
  present value or other valuation techniques.  Those techniques are signifi-
  cantly affected by the assumptions used, including the discount rate and
  estimates of future cash flows.  In that regard, the derived fair value
  estimates cannot be substantiated by comparison to independent markets and,
  in many cases, could not be realized in immediate settlement of the
  instrument.  Statement 107 excludes certain financial instruments and all non-
  financial instruments from its disclosure requirements.  Accordingly, the
  aggregate fair value amounts presented do not represent the underlying value
  of the Company.

  The following methods and assumptions were used by the Company in estimating
  the fair value of its financial instruments:

  Cash and cash equivalents:

      The carrying amounts reported in the balance sheet for cash and short-
term instruments approximate their fair values.

  Investment securities (including mortgage-backed securities):

      Fair values for investment securities are based on quoted market prices,
      where available.  If quoted market prices are not available, fair values
      are based on quoted market prices of comparable instruments.

  Loans receivable:

      For variable-rate loans that reprice frequently and with no significant
      change in credit risk, fair values are based on carrying values.  The
      fair values for fixed rate loans are estimated using discounted cash
      flow analyses, using interest rates currently being offered for loans
      with similar terms to borrowers with similar credit quality.  The
      carrying amount of accrued interest receivable approximates its fair
      value.

  Off-balance-sheet instruments:

      The fair value of interest rate swaps (used for hedging purposes) is the
      estimated amount that the Company would receive or pay to terminate the
      swap agreements at the reporting date, taking into account current
      interest rates and the current credit-worthiness of the swap
      counterparties.

      The fair value of commitments is estimated using the fees currently
      charged to enter into similar agreements, taking into account the
      remaining terms of the agreements and the present creditworthiness of
      the counterparties.  The fair value of letters of credit is based on
      fees currently charged for similar agreements or on the estimated cost
      to terminate them or otherwise settle the obligations with the
      counterparties.

  Deposit liabilities:

      The fair values disclosed for demand deposits equal their carrying
      amounts which represents the amount payable on demand.  The carrying
      amounts for 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 maturities on time deposits.

  Short-term borrowings:

      The carrying amounts of federal funds purchased, borrowings under
      repurchase agreements, and other short-term borrowings approximate their
      fair values.

  Long-term borrowing:

      The fair values for the fixed rate borrowings are estimated using a
      discounted cash flow calculation that applies interest rates currently
      being offered on the borrowings to a schedule of aggregated expected
      maturities on the borrowings.

  12.  Emerging accounting standards

  Impairment of loans:

      The FASB has issued Statement No. 114, Accounting by Creditors for
      Impairment of a Loan.  Statement No. 114 requires that impaired loans
      that are within the scope of this statement be measured based on the
      present value of expected future cash flows discounted at the loan's
      effective interest rate or, as a practical expedient, at the loan's
      observable market price or the fair value of the collateral if the loan
      is collateral dependent.  A loan is impaired when it is probable the
      creditor will be unable to collect all contractual principal and
      interest payments due in accordance with the terms of the loan
      agreement.  This statement is effective for the Company's year ending
      December 31, 1995.

  Accounting by creditors for impairment of a loan-income recognition and
  disclosures:

      The FASB has issued FASB Statement No. 118 which amends certain
      provisions of FASB Statement No. 114 relating to income recognition and
      other required disclosures of impaired loans.  This statement is
      effective for the Company's year ending December 31, 1995.

  13. Reclassifications

  Certain of the 1993 and 1992 amounts have been reclassified to conform with
  the 1994 presentation.  These reclassifications had no effect on net income
  or stockholders' equity.
[{"type": "10-Q", "sequence": "1", "secsgml_size_bytes": 37443}]
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UNITED STATES

                    SECURITITES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                   FORM 10-Q

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 1995

                                      OR

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
           EXCHANGE ACT OF 1934

Commission file number 0-11132

                      FIRST BANKING CENTER, INC.
        (Exact name of registrant as specified in its charter)   

            Wisconsin                            39-1391327
  (State or other jurisdiction of             (I.R.S. Employer
   incorporation or organization)             Identification No.)

     400 Milwaukee Ave., Burlington, WI              53105
  (Address of principal executive offices)         (Zip code)

                             (414) 763-3581
             (Registrant's telephone number, including area code)

     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 the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practivable date.  Common stock, $1.00 par
value, 1,463,148 shares outstanding.

PART I. FINANCIAL INFORMATION

 
                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                         CONSOLIDATED BALANCE SHEET
                             September 30 1995
                                    vs
                             December 31, 1994
                          (Amounts in Thousands)

ASSETS                                                     09/30/95  12/31/94
Cash and due from banks                                      $8,383   $11,521
Federal funds sold                                               64       566
  Total Cash and Cash Equivalents                             8,447    12,087

Interest bearing deposits in banks                            1,928     1,899
Investment securities - Held to Maturity                     28,543    30,132
Investment securities - Available for Sale                   29,773    21,655
Loans                                                       166,867   157,773
Less:
  Allowance for loan losses                                  (2,258)   (2,095)
  Total Net Loans                                           164,609   155,678
Property and Equipment                                        5,140     4,707
Other Assets                                                  4,695     4,927
TOTAL ASSETS                                               $243,135  $231,085

LIABILITIES
Deposits
  Non-interest bearing demand                               $27,450   $29,294
  Interest bearing demand                                    16,457    20,082
  Money market demand                                        34,507    37,063
  Savings                                                    25,609    27,237
  Time                                                       85,278    73,434
Total Deposits                                              189,301   187,110
Fed Funds Sold & Securities sold
under agreements to repurchase                               18,092    13,755
Short-term borrowings                                         5,564       697
Long-term borrowings                                          4,511     6,805
Accrued interest and other liabilities                        2,252     1,892
TOTAL LIABILITIES                                          $219,720  $210,259

STOCKHOLDERS' EQUITY
Common Stock, $1.00 par value 3,000,000
  shares authorized 1,468,464 shares issued                  $1,468    $1,468
Surplus                                                       3,986     3,986
Retained Earnings                                            18,247    16,353
Net unrealized loss on available
  for sale securitites                                         (233)     (927)
  Subtotal                                                   23,468    20,880
Treasury Stock                                                  (53)      (54)

TOTAL STOCKHOLDERS' EQUITY                                  $23,415   $20,826

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                 $243,135  $231,085

                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                     CONSOLIDATED STATEMENT OF INCOME
                     as of September 30, 1995 and 1994
                          (Amounts in Thousands)

                                        Quarter-to-Date      Year-to-Date

                                       09/30/95  09/30/94 09/30/95  09/30/94
INTEREST INCOME
Interest and fees on loans               $3,914    $3,112   $11,055    $8,955
Interest on deposits in banks                32        28       133       156
Interest on federal funds sold
  and repurchase agreements                  98        13       248        47
Interest on securities:
  U.S. Government and other                 718       564     2,094     1,663
  Tax Exempt Securities                     115       137       354       427
TOTAL INTEREST INCOME                     4,877     3,854    13,884    11,248

INTEREST EXPENSE
Interest on deposits                      1,935     1,449     5,485     4,319
Int. on short-term borrowings               253       113       681       307
Int. on long-term borrowings                155       108       406       282
TOTAL INTEREST EXPENSE                    2,343     1,670     6,572     4,908

Net interest Income                       2,534     2,184     7,312     6,340
Provision for loan losses                    68        67       203       202
NET INT. INC. AFTER PROVISION
  FOR LOAN LOSSES                         2,466     2,117     7,109     6,138

OTHER OPERATING INCOME
Trust department income                      75        75       225       225
Service charges on deposits                 191       156       534       451
Invest. security gains/(losses)               0        (8)      (11)      (10)
Other income                                116       109       305       271
TOTAL OTHER OPERATING INCOME                382       332     1,053       937

OTHER OPERATING EXPENSE
Employee expense                            831       821     2,509     2,207
Occupancy expense                           159       139       428       393
Equipment expense                           172       110       432       290
Computer services                            75        81       231       218
Other expense                               364       451     1,259     1,303
TOTAL OTHER OPERATING EXPENSE             1,601     1,602     4,859     4,411

Income before income taxes                1,247       847     3,303     2,664
Income taxes                                427       275     1,116       870

NET INCOME                                 $820      $572    $2,187    $1,794

Earnings per share                        $0.56     $0.39     $1.49     $1.23

Average shares outstanding                1,463     1,458     1,463     1,457

                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                           BURLINGTON, WISCONSIN
                 Y-T-D ending September 30, 1995 and 1994
             Increase (decrease) in Cash and Cash Equivalents
                           (Amounts in Thousands)

                                                               1995      1994
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                   $2,187    $1,794
Adjustments to reconcile net income to net
  cash provided by operating activities:
Depreciation                                                    380       285
Provision for loan losses                                       203       202
Provision for deferred taxes                                      0         0
Amortization and accretion of bond
  premiums and discounts - net                                   89       144
Amortization of excess cost over equity in
  underlying net assets of subsidiary                             2         2
Investment securities (gains) losses                             11        10
(Increase) decrease in assets:
  Interest receivable                                          (447)     (285)
  Other assets                                                  363    (1,445)
Increase (decrease) in liabilities:
  Taxes payable                                                (134)      (76)
  Interest payable                                              258        15
  Other liabilities                                             236       320
TOTAL ADJUSTMENTS                                               961      (828)
NET CASH PROVIDED FROM OPERATING ACTIVITIES                  $3,148      $966

CASH FLOWS FROM INVESTING ACTIVITIES
Net (increase) decrease in interest-bearing deposits           ($29)   $8,205
Proceeds from sale of investment securities
   available for sale                                         1,000     3,862
Proceeds from maturity of investment securities              19,458    14,580
Purchase of investment securities                           (26,079)  (16,576)
Net (increase) decrease in loans                             (9,134)  (19,686)
Purchase of office buildings and equipment                     (813)     (816)
NET CASH USED IN INVESTING ACTIVITIES                      ($15,597) ($10,431)

                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CASH FLOWS  (Continued)
                           BURLINGTON, WISCONSIN
                  Y-T-D ending September 30, 1995 and 1994
              Increase (decrease) in Cash and Cash Equivalents
                           (Amounts in Thousands)

                                                               1995      1994
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits                          $2,191    $2,224
Dividends paid                                                ($293)     (262)
Net increase (decrease) in Short-term Borrowings             $4,867     2,342
Net increase (decrease) in Long-term Borrowings             ($2,294)      415
Net increase (decrease) in securities sold under
  repurchase agreements                                      $4,337     1,329
Proceeds from stock options exercised                            $1        14
NET CASH PROVIDED BY FINANCING ACTIVITIES                    $8,809    $6,062

Net increase (decrease) in cash and cash equivalents         (3,640)   (3,403)

Cash and cash equivalents at beginning of year               12,087    10,728

Cash and cash equivalents at end of quarter                  $8,447    $7,325

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid (received) during the year for:

Interest                                                     $6,328    $4,907

Income taxes (received)                                      $1,250      $861

                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                     CONSOLIDATED STATEMENT OF CHANGES
                   IN COMPONENTS OF STOCKHOLDERS' EQUITY
                         As of September 30, 1995
                          (Amounts in Thousands)

                             COMMON              RETAINED AVAILABLE  TREASURY
                             STOCK     SURPLUS   EARNINGS  FOR SALE  STOCK
                                                          SECURITIES

Balances
December 31, 1993              $1,468    $3,975   $14,519        $0     ($110)

Net income-YTD 1994                                 1,794

Cash dividend paid
$.18 per share                                       (263)

Exercise of
Stock options                                 3                            11

Change in unrealized
loss on available
for sale securities                                            (541)

Balances
 September 30, 1994            $1,468    $3,978   $16,050     ($541)     ($99)

Balances
 December 31, 1994             $1,468    $3,986   $16,353     ($927)     ($54)

Net income-YTD 1995                                 2,187

Cash dividend paid
 $.20 per share                                      (293)

Exercise of
Stock options                                                               1

Change in unrealized
loss on available
for sale securities                                             694

Balances
 September 30, 1995            $1,468    $3,986   $18,247     ($233)     ($53)

                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
              OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                          As of September 30, 1995

Basis of Presentation

In the opinion of Management, the accompanying unaudited consolidated
financial statements reflect all adjustments which are necessary to present a
fair statement of the results for the interim periods.

The accounting policies followed by the registrant are set forth in Note A to
the registrant's financial statements in the 1994 First Banking Center, Inc.
(the "Company") annual report which is incorporated by reference herein (see
exhibit A).

                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN
                   MANAGEMENT'S DISCUSSION AND ANALYSIS
             OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                          As of September 30, 1995

      The following is a discussion of the financial condition,
changes in financial condition and results of operations of the
Company.

Financial Condition

     During the first nine months of 1995, the Company's
stockholders' equity increased $2,589,000 or an annualized 17%.
At September 30, 1995, the Company had 5,266 shares of Treasury Stock
at an average cost of $10.02 per share.

     In December 1990, the Federal Reserve Board's risk-based
guidelines became effective.  Under these guidelines, capital is
measured against the Company's risk-adjusted assets.  Each asset on
the balance sheet, as well as a balance sheet equivalent amount of
contingent obligations that are off-balance sheet, is assigned a
risk weighing from zero to 100 percent.  The sum of the weighted
assets constitutes risk-adjusted assets.  The Company's tier 1
capital (common stockholders' equity less goodwill) to risk-
adjusted assets was approximately ????% at September 30, 1995, well
above the 4 percent minimum required.  Total capital to risk-
adjusted assets approximated ????%, also well above the minimum
requirement.

Asset Quality

     We continue our commitment to credit quality in 1995. Net
charge-offs as a percentage of average loans for the first nine
months of 1995 were .025%.  At September 30, 1995, non-performing
assets were $900,000 or .37%.  Non-performing assets consist
primarily of real estate loans.

     At September 30, 1995, the allowance for possible loan losses was
$2,258,000 or 1.35% of gross loans compared with $2,039,000 or
1.32% of gross loans at September 30, 1994.  Management considers the
allowance more than adequate to cover possible losses in the loan
portfolio.

Asset/Liability Management

     The principal function of asset/liability management is to
manage the balance sheet mix, maturities, repricing characteristics
and pricing components to provide an adequate and stable net
interest margin with an acceptable level of risk over time and
through interest rate cycles.

     Interest-sensitive assets and liabilities are those that are
subject to repricing within a specific relevant time horizon.  The
Company measures interest-sensitive assets and liabilities, and
their relationship with each other at terms of immediate, monthly
intervals up to 12 months, and over 1 year.

     Changes in net interest income, other than volume-related,
arise when interest rates on assets reprice in a time frame or
interest rate environment that is different from the repricing
period for liabilities.  Changes in net interest income also arise
from changes in the mix of interest-earning assets and interest-
bearing liabilities.

     The Company's strategy with respect to asset/liability
management is to maximize net interest income while limiting our
exposure to a potential downward movement.  Strategy is implemented
by the Bank's management, which takes action based upon its
analysis of the Bank's present positioning, its desired future
positioning, economic forecasts and its goals.

Liquidity

     The liquidity position of the Company is managed to insure
that sufficient funds are available to meet customers' needs for
loans and deposit withdrawals.  Liquidity to meet demand is
provided by maintaining marketable investment securities and money
market assets such as Interest Bearing Deposits in Banks and
Federal Funds Sold. Other sources of liquidity include deposit
growth and short and long term borrowings.

     The loan to deposit ratio for the Company was 87% at September
30, 1995.

     Management is unaware of any recommendations by regulatory
authorities, known trends, events or uncertainties that will have
or that are reasonably likely to have a material effect on the
Company's liquidity.

Results of Operations for Nine Months Ended September 1995 and 1994

Results of Operations Overview

     In the first nine months of 1995 the Company reported
earnings of $2,187,000 an increase of $393,000 or 22% over the same
period in 1994.  The interest margin before allowance for loan
losses was $7,312,000 for the first nine months of 1995 compared
to $6,340,000 for the nine months ended September 30, 1994.

Interest Income

     Interest and fees on loans was $11,055,000 for the first nine
months of 1995. This represents a increase of $2,100,000 or 23% in
comparison to the same period in 1994. The increase was the result
of an increase in rates charged on loans as well as an increase in
the balance of loans outstanding.

     Interest on deposits at other financial institutions decreased
$23,000 for the first nine months of 1995 compared to the same
period in 1994. The decrease was the result of a decrease in
average balances.

     Interest on investment securities was $2,425,000 for the first
nine months of 1995. This represents an increase of $335,000 or
16% over the same period in 1994. Income on Federal Funds Sold
increased by $201,000 or 428%.  The increase in investment income
is due to an increase in interest rates and balances outstanding.

Interest Expense

     Interest expense increased $1,664,000 or 34% during the first
nine months of 1995. The increase in interest expense is
due to increased Interest-Bearing Deposits as well as increased
interest rates as compared to the first nine months of 1994.

Allowance for Loan Losses

     The Banks evaluate the adequacy of the allowance for loan
losses based on an analysis of specific problem loans, as well as
on an aggregate basis.  Management reviews a calculation of the
allowance for loan losses on a monthly basis and feels that the
allowance for loan losses is adequate to provide for potential
future losses.  The level of the allowance is based on management's
periodic and comprehensive evaluation of the loan portfolio,
including past loan loss experience; current and projected economic
trends; the volume, growth and composition of the loan portfolio;
and other relevant factors.  Reports of examinations furnished by
State and federal banking authorities are also considered by
management in this regard.

     The Banks have established the allowance for loan losses to
reduce the gross level of loans outstanding by an estimate of
uncollectible loans.  As loans are deemed uncollectible, they are
charged against the allowance.  A provision for loan losses is
expensed against current income on a monthly basis.  This provision
acts to replenish the allowance for loan losses to accommodate
charge-offs and growth in the loan portfolio, thereby maintaining
the allowance at an adequate level.

     For the first nine months of 1995 provisions charged against
1995 income were $203,000 which was the same as the provision during
the same period in 1994.

Other Operating Income

Other operating income increased $116,000 or 12%. Service charge
income increased 18%. All other income increased by $34,000 or
13%. Trust income remain unchanged at $225,000.

Other Operating Expense

     Other operating expense increased $448,000 or 10%. Employee
expenses increased $302,000 or 14%. Occupancy expense increased
$35,000 compared to the first nine months of last year or 9%.
Equipment expenses increased $142,000 or 49%. The increase in
equipment expense is primarily due to depreciation charges associated
with the computer and item processing equipment the banks purchased
during 1994. Computer services increased $13,000 or 6%. All other
expenses decreased $44,000 or 3%.

PART II - OTHER INFORMATION

Item   I.      Legal Proceedings

               none

Item  II.      Changes in Securities

               none

Item III.      Defaults Upon Senior Securities

               none

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

               none

Item   V.      Other Information

               none

Item  VI.      Exhibits and Reports on Form 8-K

               none

                FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                           BURLINGTON, WISCONSIN

                                SIGNATURES

     Pursuant to the requirement 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.

                              First Banking Center, Inc.

November 10, 1995             ________________________________________
Date                          Roman Borkovec, President and Chief
                                   Executive Officer

November 10, 1995             ________________________________________
Date                          James Schuster, Chief Accounting Officer

EXHIBIT A:

                     FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                                BURLINGTON, WISCONSIN
                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  The accounting principles of First Banking Center, Inc. conform to those 
  generally accepted and to general practices within the banking industry.  The
  significant accounting policies affecting the consolidated financial
  statements are summarized below to assist the reader in understanding the
  financial information presented in this report.

  1.  Consolidation

  The consolidated financial statements of First Banking Center, Inc. include 
  the accounts of its wholly owned subsidiaries, First Banking Center -
  Burlington and First Banking Center - Albany.  First Banking Center - 
  Burlington includes the accounts of its wholly owned subsidiary, First Banking
  Center Burlington Investment Corporation.  All significant intercompany 
  accounts and transactions have been eliminated in the consolidated financial
  statements.

  2.  Nature of banking activities

  The consolidated income of First Banking Center, Inc. is principally from 
  income of the two bank subsidiaries.  The subsidiary Banks grant agribusiness,
  commercial and residential loans to customers primarily in southeastern and
  south central Wisconsin.  Although the Banks have a diversified loan 
  portfolio, the ability of its debtors to honor their contracts is dependent on
  on the economic conditions of the counties surrounding the subsidiary Banks.

  3.  Cash and cash equivalents

  For purposes of reporting cash flows, cash and cash equivalents include cash
  on hand, amounts due from banks and federal funds sold.  Generally, federal
  funds are sold for one-day periods.  Cash flows from interest bearing deposits
  in banks, loans, federal funds purchased, deposits and other short-term
  borrowings are reported net.

  The Bank maintains amounts due from banks which, at times, may exceed
  federally insured limits.  The Bank has not experienced any losses in such
  accounts.

  4.  Investment in debt and marketable equity securities

  The Company accounts for debt and equity securities in accordance with FASB
  Statement No. 115.  This statement requires that management determine the
  appropriate classification of securities at the date of adoption and
  thereafter as each individual security is acquired.  In addition, the 
  appropriateness of such classification should be reassessed at each balance
  sheet date.  The classifications and related accounting policies under FASB
  Statement No. 115 are as follows:

  Available for sale securities:

      Securities classified as available for sale are those debt securities
      that the Company intends to hold for an indefinite period of time, but
      not necessarily to maturity.  Available for sale securities also
      includes equity securities.  Any decision to sell a security classified
      as available for sale would be based on various factors, including
      significant movements in interest rates, changes in the maturity mix of
      the Company's assets and liabilities, liquidity needs, regulatory
      capital considerations, and other similar factors.  Securities available
      for sale are carried at fair value.  Unrealized gains or losses net of
      the related deferred tax effect are reported as increases or decreases
      in stockholders' equity.  Realized gains or losses, determined on the
      basis of the cost of specific securities sold, are included in earnings.

  Held to maturity securities:

      Securities classified as held to maturity are those debt securities the
      Company has both the intent and ability to hold to maturity regardless
      of changes in market conditions, liquidity needs or changes in general
      economic conditions.  These securities are carried at cost adjusted for
      amortization of premium and accretion of discount, computed by the
      interest method over their contractual lives.

      Transfers of debt securities into the held to maturity classification
      (if any) from the available for sale classification are made at fair
      value on the date of transfer.  The unrealized holding gain or loss on
      the date of transfer is retained in the separate component of
      stockholders' equity and in the carrying value of the held to maturity
      securities.  Such amounts are amortized over the remaining contractual
      lives of the securities by the interest method.

  Securities held for investment:

      Prior to the accounting change discussed in Note B, securities held for
      investment were stated at cost adjusted for amortization of premiums and
      accretion of discounts which were recognized as adjustments to interest
      income.  Gains or losses on disposition were based on the net proceeds
      and the adjusted carrying amount of the securities sold, using the
      specific identification method.  Mutual funds were carried at the lower
      of their aggregate cost or market value, determined as of the report
      date.  Any unrealized loss was credited to a valuation allowance for
      marketable equity securities and charged to a separate account within
      the equity section.

  5.  Loans

  Loans are stated at the amount of unpaid principal, reduced by an allowance
  for loan losses.  Interest on other loans is calculated by using the simple-
  interest method on daily balances of the principal amount outstanding.
  Accrual of interest is generally stopped when a loan is greater than three
  months past due.  Interest on these loans is recognized only when actually 
  paid by the borrower if collection of the principal is likely to occur. 
  Accrual of interest is generally resumed when the customer is current on all
  all principal interest payments and has been paying on a timely basis for a
  period of time.

  6.  Allowance for loan losses

  The allowance for loan losses is established through a provision for loan 
  losses charged to expense.  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 evaluation 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.  While management uses the best
  information available to make its evaluation, future adjustments to the allow-
  ance may be necessary if there are significant changes in economic conditions.

  7.  Office buildings and equipment

  Depreciable assets are stated at cost less accumulated depreciation.
  Provisions for depreciation are computed on straight-line and accelerated 
  methods over the estimated useful lives of the assets, which range from 15 to
  50 years for the buildings and 3 to 15 years for equipment.

  8.  Income taxes

  The Company uses the asset and liability approach to financial accounting and
  reporting for income taxes.  Deferred income tax assets and liabilities are
  computed annually for differences between the financial statement and tax 
  basis of assets and liabilities that will result in taxable or deductible
  amounts in the future based on enacted tax laws and rates applicable to the 
  periods in which the differences are expected to affect taxable income.  The 
  differences relate principally to the reserve for loan losses, nonaccrual loan
  income, fixed assets, deferred compensation and pension, and unrealized
  gains and losses on available for sale securities.  Valuation allowances
  are established when necessary to reduce deferred tax assets to the amount
  expected to be realized.

  9.  Trust assets and fees

  Property held for customers in fiduciary or agency capacities is not included 
  in the accompanying balance sheet, since such items are not assets of the 
  Company.  In accordance with established industry practice, income from trust
  fees is reported on the cash basis.  Reporting of trust fees on an accrual
  basis would have no material effect on reported income.

  10. Earnings per share

  Earnings per share are computed based upon the weighted average number of
  common and common equivalent shares outstanding during each year.  In the
  computation of weighted average shares outstanding all dilutive stock options
  are assumed to be exercised at the beginning of each year and the proceeds
  are used to purchase shares of the Company's common stock at the average
  market price during the year.  Fully diluted earnings per share are computed
  in a similar manner except, to reflect maximum potential dilution, the market
  price at the close of the reported period is used if higher than the average
  market price during the year.

  11.  Fair value of financial instruments

  FASB Statement No. 107, Disclosures about Fair Value of Financial Instruments,
  requires disclosure of fair value information about financial instruments,
  both assets and liabilities, whether or not recognized in the balance sheet,
  for which it is practicable to estimate that value.  In cases where quoted
  market prices are not available, fair values are based on estimates using
  present value or other valuation techniques.  Those techniques are signifi-
  cantly affected by the assumptions used, including the discount rate and
  estimates of future cash flows.  In that regard, the derived fair value
  estimates cannot be substantiated by comparison to independent markets and,
  in many cases, could not be realized in immediate settlement of the
  instrument.  Statement 107 excludes certain financial instruments and all non-
  financial instruments from its disclosure requirements.  Accordingly, the
  aggregate fair value amounts presented do not represent the underlying value
  of the Company.

  The following methods and assumptions were used by the Company in estimating
  the fair value of its financial instruments:

  Cash and cash equivalents:

      The carrying amounts reported in the balance sheet for cash and short-
term instruments approximate their fair values.

  Investment securities (including mortgage-backed securities):

      Fair values for investment securities are based on quoted market prices,
      where available.  If quoted market prices are not available, fair values
      are based on quoted market prices of comparable instruments.

  Loans receivable:

      For variable-rate loans that reprice frequently and with no significant
      change in credit risk, fair values are based on carrying values.  The
      fair values for fixed rate loans are estimated using discounted cash
      flow analyses, using interest rates currently being offered for loans
      with similar terms to borrowers with similar credit quality.  The
      carrying amount of accrued interest receivable approximates its fair
      value.

  Off-balance-sheet instruments:

      The fair value of interest rate swaps (used for hedging purposes) is the
      estimated amount that the Company would receive or pay to terminate the
      swap agreements at the reporting date, taking into account current
      interest rates and the current credit-worthiness of the swap
      counterparties.

      The fair value of commitments is estimated using the fees currently
      charged to enter into similar agreements, taking into account the
      remaining terms of the agreements and the present creditworthiness of
      the counterparties.  The fair value of letters of credit is based on
      fees currently charged for similar agreements or on the estimated cost
      to terminate them or otherwise settle the obligations with the
      counterparties.

  Deposit liabilities:

      The fair values disclosed for demand deposits equal their carrying
      amounts which represents the amount payable on demand.  The carrying
      amounts for 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 maturities on time deposits.

  Short-term borrowings:

      The carrying amounts of federal funds purchased, borrowings under
      repurchase agreements, and other short-term borrowings approximate their
      fair values.

  Long-term borrowing:

      The fair values for the fixed rate borrowings are estimated using a
      discounted cash flow calculation that applies interest rates currently
      being offered on the borrowings to a schedule of aggregated expected
      maturities on the borrowings.

  12.  Emerging accounting standards

  Impairment of loans:

      The FASB has issued Statement No. 114, Accounting by Creditors for
      Impairment of a Loan.  Statement No. 114 requires that impaired loans
      that are within the scope of this statement be measured based on the
      present value of expected future cash flows discounted at the loan's
      effective interest rate or, as a practical expedient, at the loan's
      observable market price or the fair value of the collateral if the loan
      is collateral dependent.  A loan is impaired when it is probable the
      creditor will be unable to collect all contractual principal and
      interest payments due in accordance with the terms of the loan
      agreement.  This statement is effective for the Company's year ending
      December 31, 1995.

  Accounting by creditors for impairment of a loan-income recognition and
  disclosures:

      The FASB has issued FASB Statement No. 118 which amends certain
      provisions of FASB Statement No. 114 relating to income recognition and
      other required disclosures of impaired loans.  This statement is
      effective for the Company's year ending December 31, 1995.

  13. Reclassifications

  Certain of the 1993 and 1992 amounts have been reclassified to conform with
  the 1994 presentation.  These reclassifications had no effect on net income
  or stockholders' equity.