EXHIBIT # 3.3


               FORM OF AMENDMENT TO THE ARTICLES OF INCORPORATION

                             American Bancorporation

       At a meeting of the shareholders  duly called for the purpose of adopting
this  amendment  and held  Tuesday,  May 26,  1987 at which  meeting a quorum of
shareholders  was present in person or by proxy,  and by the affirmative vote of
the holders of shares  entitling then to exercise  63.56% of the voting power of
the corporation, the following resolution to amend the articles was adopted.

       BE  IT  RESOLVED,   that  the  Articles  of   Incorporation  of  American
Bancorporation  be and the same are hereby  amended  so that the Second  Article
thereof shall henceforth be and read as follows:

"Second.  The  place in the  State of Ohio  where  the  principal  office of the
     Corporation is located is in the City of St. Clairsville, Belmont County."