SUPPLEMENT DATED FEBRUARY 21, 1994
                  TO PROSPECTUS DATED DECEMBER 29, 1993
             AS AMENDED BY SUPPLEMENT DATED JANUARY 1, 1994




Effective February 21, 1994, the Twenty-Year Subordinated Capital
Investment Certificates
offered to the general public, by this Prospectus, have
been sold and are no longer available for
sale.  The exchange offering of Twenty-Year Subordinated Capital
Investment Certificate as
stated in the Prospectus remains available.