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)
                                January 3, 1997

                            FORT BEND HOLDING CORP.
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            (Exact name of Registrant as specified in its Charter)


         DELAWARE                    0-21328                 76-0391720
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(State or other jurisdiction   (Commission File No.)        (IRS Employer
      of incorporation)                                 Identification Number)


           3400 AVENUE H. ROSENBERG, TEXAS                   77471-3808
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      (Address of principal executive offices)               (Zip Code)


      Registrant's telephone number, including area code: (281) 342-5571
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         (Former name or former address, if changed since last report)



 
Item 5.   Other Events
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        On January 3, 1997, the Registrant issued the press release attached as 
Exhibit 99 announcing the purchase of a majority interest in Mitchell 
Mortgage.

        The foregoing information does not purport to be complete and is 
qualified in its entirety by reference to the Exhibit to this Report.


Item 7.   Press Release
- -------   -------------

        (c) Exhibits

            The Exhibit referred to in Item 5 of this Report and listed on the 
accompanying Exhibit Index is filed as part of this Report and is incorporated 
herein by reference.


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 EXHIBIT
 NUMBER                 DESCRIPTION
 -------                -----------

   99         Press release, dated January 3, 1997


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                                  SIGNATURES

        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 thereunto duly authorized.

                                                FORT BEND HOLDING CORP.


Date: January 6, 1997                           By:  /s/ LANE WARD
                                                    ----------------------------
                                                    Lane Ward
                                                    Vice Chairman, President and
                                                     Chief Executive Officer


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