SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                                 FORM 8-K

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


    Date of report (Date of Earliest Event Reported): December 12, 1997
                                                      -----------------





                         PREMIER BANCSHARES, INC.
          (Exact name of Registrant as specified in its charter)



   Georgia             0-24528                          58-1793778
(State or other     (Commission File No.)    (IRS Employer Identification No.)
jurisdiction of
incorporation or
organization)







                            2180 Atlanta Plaza
                         950 East Paces Ferry Road
                          Atlanta, Georgia 30326
       (Address of principal executive offices, including zip code)
                              (404) 814-3090
           (Registrant's telephone number, including area code)










ITEM 2.   ACQUISITION OR DISPOSITION OF ASSETS

      On  December 12, 1997, Premier Bancshares, Inc. (APremier@)
consummated the acquisition of Citizens Gwinnett Bankshares, Inc.
("Citizens  Gwinnett"), a Georgia corporation.  Pursuant  to  the
Agreement  and  Plan of Reorganization dated June  24,  1997,  as
amended  on  July 15, 1997, September 15, 1997 and September  19,
1997  (the  "Agreement"), Citizens Gwinnett was merged  with  and
into Premier. The transaction was consummated in an eight-for-one
exchange of the common stock of Premier for all of the issued and
outstanding  common  stock of Citizens  Gwinnett.   In  addition,
Premier  Common Stock was issued in exchange for all  outstanding
options   to  purchase  Citizens  Gwinnett  common   stock.    In
connection therewith, an aggregate of 2,066,834 shares of Premier
common   stock  were  issued  to  the  shareholders  of  Citizens
Gwinnett.  The transaction is valued at approximately $49 million
based  on  the  shares issued in the merger to Citizens  Gwinnett
shareholders and Premier's recent closing prices on the  American
Stock Exchange.

      Based  in the Atlanta metropolitan area, Premier is a  bank
and  thrift holding company with four subsidiaries: Premier Bank;
Premier  Lending Corporation; Central and Southern Bank of  North
Georgia F.S.B.; and the Central and Southern Bank.

      Citizens  Gwinnett is a bank holding company  headquartered
in   Duluth,  Georgia  with  one  subsidiary,  Citizens  Bank  of
Gwinnett.

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

     (a)  Financial Statements of Business Acquired

     At  the  present  time,  it is impractical  to  provide  the
required  financial statements for Citizens Gwinnett relative  to
the  Citizens Gwinnett acquisition as required by Article  11  of
Regulation  S-X and this Item 7 of Form 8-K.  Premier  will  file
such  pro forma financial information under cover of a Form 8-K/A
as  soon as practicable, but not later than February 25, 1998 (60
days after this Report is required to be filed).

     (b)  Pro Forma Financial Information

     At  the  present time, it is impractical to provide the  pro
forma  financial  information relative to the  Citizens  Gwinnett
acquisition as required by Article 11 of Regulation S-X and  this
Item  7  of Form 8-K.  Premier will file such pro forma financial
information  under cover of a Form 8-K/A as soon as  practicable,
but  not later than February 25, 1998 (60 days after this  Report
is required to be filed).

     (c)  Exhibits

     2.1   Agreement  and  Plan  of Reorganization  dated  as  of
February  3, 1997, by and between  Premier and Citizens  Gwinnett
Bankshares, Inc. (incorporated by reference from Premier's Form S-
4 Registration Statement File No. 333-36775 (included as Appendix
A)).

     2.2  First Amendment to Agreement and Plan of Reorganization
dated July 24, 1997, by and between Premier and Citizens Gwinnett
Bankshares, Inc. (incorporated by reference from Premier's Form S-
4 Registration Statement File No. 333-36775 (included as Appendix
A)).

     2.3    Second   Amendment   to   Agreement   and   Plan   of
Reorganization  dated September 15, 1997, by and between  Premier
and Citizens Gwinnett Bankshares, Inc. (incorporated by reference
from Premier's Form S-4 Registration Statement File No. 333-36775
included as Appendix A)).

     2.4  Third Amendment to Agreement and Plan of Reorganization
dated  September  19, 1997, by and between Premier  and  Citizens
Gwinnett   Bankshares,  Inc.  (incorporated  by  reference   from
Premier's  Form  S-4  Registration Statement File  No.  333-36775
(included as Appendix A)).


     99   Press Release.


                            SIGNATURE

     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.

                              PREMIER BANCSHARES, INC.



Date: December 12, 1997                  /S/Darrell D. Pittard
                                         ---------------------
                                         Darrell D. Pittard,
                                         Chairman and Chief Executive Officer
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SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                                 FORM 8-K

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

    Date of report (Date of Earliest Event Reported): December 12, 1997
                                                      -----------------

                         PREMIER BANCSHARES, INC.
          (Exact name of Registrant as specified in its charter)

   Georgia             0-24528                          58-1793778
(State or other     (Commission File No.)    (IRS Employer Identification No.)
jurisdiction of
incorporation or
organization)

                            2180 Atlanta Plaza
                         950 East Paces Ferry Road
                          Atlanta, Georgia 30326
       (Address of principal executive offices, including zip code)
                              (404) 814-3090
           (Registrant's telephone number, including area code)

ITEM 2.   ACQUISITION OR DISPOSITION OF ASSETS

      On  December 12, 1997, Premier Bancshares, Inc. (APremier@)
consummated the acquisition of Citizens Gwinnett Bankshares, Inc.
("Citizens  Gwinnett"), a Georgia corporation.  Pursuant  to  the
Agreement  and  Plan of Reorganization dated June  24,  1997,  as
amended  on  July 15, 1997, September 15, 1997 and September  19,
1997  (the  "Agreement"), Citizens Gwinnett was merged  with  and
into Premier. The transaction was consummated in an eight-for-one
exchange of the common stock of Premier for all of the issued and
outstanding  common  stock of Citizens  Gwinnett.   In  addition,
Premier  Common Stock was issued in exchange for all  outstanding
options   to  purchase  Citizens  Gwinnett  common   stock.    In
connection therewith, an aggregate of 2,066,834 shares of Premier
common   stock  were  issued  to  the  shareholders  of  Citizens
Gwinnett.  The transaction is valued at approximately $49 million
based  on  the  shares issued in the merger to Citizens  Gwinnett
shareholders and Premier's recent closing prices on the  American
Stock Exchange.

      Based  in the Atlanta metropolitan area, Premier is a  bank
and  thrift holding company with four subsidiaries: Premier Bank;
Premier  Lending Corporation; Central and Southern Bank of  North
Georgia F.S.B.; and the Central and Southern Bank.

      Citizens  Gwinnett is a bank holding company  headquartered
in   Duluth,  Georgia  with  one  subsidiary,  Citizens  Bank  of
Gwinnett.

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

     (a)  Financial Statements of Business Acquired

     At  the  present  time,  it is impractical  to  provide  the
required  financial statements for Citizens Gwinnett relative  to
the  Citizens Gwinnett acquisition as required by Article  11  of
Regulation  S-X and this Item 7 of Form 8-K.  Premier  will  file
such  pro forma financial information under cover of a Form 8-K/A
as  soon as practicable, but not later than February 25, 1998 (60
days after this Report is required to be filed).

     (b)  Pro Forma Financial Information

     At  the  present time, it is impractical to provide the  pro
forma  financial  information relative to the  Citizens  Gwinnett
acquisition as required by Article 11 of Regulation S-X and  this
Item  7  of Form 8-K.  Premier will file such pro forma financial
information  under cover of a Form 8-K/A as soon as  practicable,
but  not later than February 25, 1998 (60 days after this  Report
is required to be filed).

     (c)  Exhibits

     2.1   Agreement  and  Plan  of Reorganization  dated  as  of
February  3, 1997, by and between  Premier and Citizens  Gwinnett
Bankshares, Inc. (incorporated by reference from Premier's Form S-
4 Registration Statement File No. 333-36775 (included as Appendix
A)).

     2.2  First Amendment to Agreement and Plan of Reorganization
dated July 24, 1997, by and between Premier and Citizens Gwinnett
Bankshares, Inc. (incorporated by reference from Premier's Form S-
4 Registration Statement File No. 333-36775 (included as Appendix
A)).

     2.3    Second   Amendment   to   Agreement   and   Plan   of
Reorganization  dated September 15, 1997, by and between  Premier
and Citizens Gwinnett Bankshares, Inc. (incorporated by reference
from Premier's Form S-4 Registration Statement File No. 333-36775
included as Appendix A)).

     2.4  Third Amendment to Agreement and Plan of Reorganization
dated  September  19, 1997, by and between Premier  and  Citizens
Gwinnett   Bankshares,  Inc.  (incorporated  by  reference   from
Premier's  Form  S-4  Registration Statement File  No.  333-36775
(included as Appendix A)).

     99   Press Release.

                            SIGNATURE

     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.

                              PREMIER BANCSHARES, INC.

Date: December 12, 1997                  /S/Darrell D. Pittard
                                         ---------------------
                                         Darrell D. Pittard,
                                         Chairman and Chief Executive Officer