[PROSPERITY BANK LOGO]


             Prosperity Bancshares, Inc.(SM) Completes Merger With
                          Paradigm Bancorporation, Inc.

              Prosperity Bank(SM) Expands Presence in Houston Area

    HOUSTON, Sept. 3 /PRNewswire-FirstCall/ --
Prosperity Bancshares, Inc.(SM), (Nasdaq: PRSP) the parent company of Prosperity
Bank(SM), has completed their previously announced merger whereby Paradigm
Bancorporation, Inc. was merged with and into Prosperity Bancshares, Inc. and
Paradigm's bank subsidiary, Paradigm Bank Texas, was merged with and into
Prosperity's bank subsidiary, Prosperity Bank(SM). All current Paradigm Bank
Texas locations will operate as banking centers of Prosperity Bank(SM).

     In connection with the merger, Prosperity issued approximately 2,580,649
shares of its common stock for all outstanding shares of Paradigm, and converted
all outstanding options to acquire Paradigm common stock into options to acquire
34,662 shares of Prosperity common stock. Based on the closing price of
Prosperity's stock on Friday, August 30, 2002 of $19.06 per share, the
transaction valued Paradigm at $49.2 million.

    The result of this combination is a bank holding company with forty (40)
banking locations in fifteen (15) counties, including the Greater Houston
Metropolitan Area, with over $1.6 billion in assets, over $1.4 billion in
deposits, approximately $650 million in loans, approximately $138 million in
shareholders' equity, and servicing over 100,000 deposit and loan accounts.

    Charles J. Howard M.D. and William H. Fagan M.D. have joined Prosperity's
Board of Directors.  Peter E. Fisher and Leah Huffmeister-Henderson have both
joined the Board of Directors of Prosperity Bank(SM).  In addition, Peter
Fisher has become Vice Chairman of the Board of Prosperity Bank(SM).

    Charles J. Howard, M.D. has served as Chairman of Paradigm Bancorporation
since its inception in 1996 and was a founding director of Paradigm Bank Texas.
He has been a director of the Vail Valley (Colorado) Medical Center since 1985
and served as chairman from 1992 thru 1996. Dr. Howard retired from the general
practice of medicine in 1983. He is a licensed airline transport pilot and is an
active investor in numerous aviation-related businesses, including the only
fixed base operation in Aspen, Colorado. He was a founding member of the
Northwest Medical Center-Hospital, the Cypress-Fairbanks Medical
Center-Hospital, and the Northeast Medical Center.



                                       2




    William H. Fagan, M.D. began his banking experience in 1965 when he joined
the board of directors of Channelview State Bank, which later became Prime Bank.
He served on the board until 1980, when he resigned to become an organizing
director of Paradigm Bank Texas. Dr. Fagan became chairman of Paradigm Bank
Texas in 1996. Dr. Fagan retired from the active practice of medicine in 1987.
He was a founding member of the Houston Northwest Medical Center-Hospital, the
Northeast Medical Center, and the Cypress-Fairbanks Medical Center-Hospital. He
served as Chairman of the Board of both the Northwest Medical Center and the
Cypress-Fairbanks Medical Center.

    Leah Huffmeister-Henderson has been a director of Paradigm Bancorporation
and Paradigm Bank Texas since 1997.  She is Senior Vice President of sales and
business development for PULSE EFT Association in Houston where she has been
employed for more than eleven years.  Ms. Huffmeister-Henderson received her
bachelor of business administration from Stephen F. Austin State University.

    Peter E. Fisher joined Paradigm Bancorporation as president in 1997 and
became chief executive officer in 1999. With the consolidation of Paradigm Bank
Texas and Dayton State Bank, Mr. Fisher became president and chief executive
officer of Paradigm Bank Texas in December of 2000. Prior to joining Paradigm,
Mr. Fisher was president of Charter Bank Houston until it was sold to Bank of
America. He then became executive vice president of American Bank where he also
served on their board. Mr. Fisher is a licensed attorney in both Texas and
Illinois. He is active in numerous charitable organizations and sits on the
board of trustees of both the Gulf Coast Regional Blood Center and the Houston
Community College Foundation.

    In connection with the merger, Prosperity Bank(SM) added the following
officers to its senior management team. Peter Fisher, Vice Chairman of the Board
of Directors; Jay Porter, President -- North Houston Banking Centers; J. R.
"Bob" Jamison, Chairman -- Dayton Banking Center; Bill Sewell, President -- East
Houston Banking Centers; Jeanna Allen, President -- Mont Belvieu Banking Center;
Marx Edwards, President -- Aldine Banking Center; Todd Gaudin, President --
Copperfield Banking Center; Rhonda George, President -- Winnie Banking Center;
Cindy Harris, President -- Gladebrook Banking Center; John Meinke, President --
Woodcreek Banking Center; Roger "Bo" Quiroga, President -- Galveston Banking
Center; Brenda Williams, President -- Magnolia Banking Center; Lynn Fowler,
Executive Vice President; Kris Rogge, Executive Vice President; Brad Fagan,
Executive Vice President; Angel Amos, Vice President; Theresa Beene, Vice
President; Charles Fator, Vice President; Rhonda Hamm, Vice President; and Jamey
Landrove, Vice President. Other new Prosperity Bank(SM) officers include Dennis
Kile, Assistant Vice President; Susana Rebollar, Assistant Vice President; Lee
Ashworth, Banking Center Officer; Joy Bell, Banking Center Officer; Bessie Conn,
Banking Center Officer; Lucy Dillard, Banking Center Officer and Lobby Manager
- -- Aldine Banking Center; Brenda Escalon, Banking Center Officer and Lobby
Manager -- Woodcreek Banking Center; Robin Favara, Banking Center Officer;
Jessica Fisher-Gibbs, Banking Center Officer and Lobby Manager -- Copperfield
Banking Center; Maria Flores, Banking Center Officer and Lobby Manager -- Dayton
Banking Center; Tina McGriff, Banking Center Officer and Lobby Manager -- Mont
Belvieu Banking Center; Annette Mitchell, Banking Center Officer; Sherry Morgan,
Banking Center Officer and Lobby Manager -- Gladebrook Banking Center; Bonnie
Shoemaker, Banking Center Officer and Lobby Manager -- Winnie Banking Center;
Cindy Willingham, Banking Center Officer; and Benita Wurz, Banking Center
Officer.

    "We are very pleased to have this management team join our organization,"
remarked David Zalman, Chairman of the Board and Chief Executive Officer of
Prosperity Bank(SM). "The years of banking experience represented by this
group of officers will be an asset for our bank and will allow us to continue to
grow our customer base in the Houston area."


                                       3



    "The integration of our new locations into our operations is progressing
on schedule.  We anticipate completing the data processing conversion along
with the installation of new signage in early October," added H. E. "Tim"
Timanus, Jr., President and Chief Operating Officer of Prosperity Bank(SM)

    Paradigm Bank Texas reported total assets of $249.4 million, total deposits
of $220.0 million and total loans of $175.3 million on June 30, 2002.

    "Our customers will continue to enjoy the same type of people to people
banking they have enjoyed with Paradigm Bank Texas," said Peter Fisher. "Our
entire team of bankers are excited to be joining forces with a bank that does a
lot more than just talk about customer service. We are committed to the
communities we serve and with forty full service banking centers, our customers
will be able to take advantage of our expanding presence in Houston."

    Prosperity Bancshares, Inc.(SM), formed in 1983, is a $1.650 billion bank
holding company headquartered in Houston, Texas. Operating under a community
banking philosophy, Prosperity seeks to develop broad customer relationships
based on service and convenience. Prosperity offers a variety of traditional
loan and deposit products to its customers, which consist primarily of consumers
and small and medium sized businesses. In addition to established banking
products, Prosperity offers a complete line of services including: Internet
Banking services at http://www.prosperitybanktx.com, Trust and Investment
Services, MasterMoney Debit Cards, and 24 hour voice response banking. The bank
currently operates thirty-two (32) full service banking locations in fourteen
(14) contiguous counties including the Greater Houston Metropolitan Area.
(Angleton, Bay City, Beeville, Clear Lake, Cleveland, Cuero, Cypress, East
Bernard, Edna, El Campo, Fairfield, Goliad, Hitchcock, Houston -- Bellaire,
Houston -- CityWest, Houston -- Downtown, Houston -- Highway 6, Houston --
Medical Center, Houston -- Memorial, Houston -- Post Oak, Houston -- River Oaks,
Houston -- Tanglewood, Houston -- Waugh Drive, Liberty, Magnolia, Mathis,
Needville, Palacios, Sweeny, Victoria, West Columbia, and Wharton.)

     "Safe Harbor" Statement under the Private Securities Litigation Reform Act
of 1995: The statements contained in this release which are not historical facts
contain forward-looking information with respect to plans, projections or future
performance of Prosperity Bancshares, Inc.(SM) and its subsidiaries.
Forward-looking statements, within the meaning of Section 21E of the Securities
Exchange Act of 1934, may have been made in this document. Prosperity's results
may differ materially from those in the forward-looking statements for a variety
of reasons, including actions of competitors; changes in laws and regulations
(including changes in governmental interpretations of regulations and changes in
accounting standards); customer and consumer demand, including customer and
consumer response to marketing; effectiveness of spending, investments or
programs; fluctuations in the cost and availability of supply chain resources;
economic conditions, including currency rate fluctuations; and weather. These
factors are more fully described in Prosperity Bancshares, Inc.'s filings with
the Securities and Exchange Commission.

     Copies of Prosperity Bancshares, Inc.'s(SM) SEC filings may be downloaded
from the Internet at no charge from FreeEDGAR, a real-time access to SEC filings
site located at http://www.freeedgar.com.


SOURCE  Prosperity Bancshares, Inc.
    -0-                             09/03/2002
/CONTACT: Dan Rollins, Senior Vice President of Prosperity Bancshares, Inc.,
+1-713.693.9300, or danrollins@prosperitybanktx.com/
/Web site: http://www.prosperitybanktx.com/
(PRSP)