Exhibit 99

                                        PROXY

                  PEOPLES BANK & TRUST COMPANY OF ST. BERNARD
                           SPECIAL MEETING OF SHAREHOLDERS




             THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS.


          The  undersigned  hereby  constitutes  and  appoints  Nicholas P.
          Trist,  Jr.,  Richard  J.  Brennan and John F. Rowley, or any  of
          them,  the  proxies  of  the  undersigned,  with  full  power  of
          substitution, to represent the undersigned and to vote all of the
          shares of common stock of Peoples  Bank  &  Trust  Company of St.
          Bernard (the "Bank") that the undersigned is entitled  to vote at
          the special meeting of the shareholders of the Bank to be held on
          September ___, 1995 and at any and all adjournments thereof.

          1.A  proposal  to  approve an Amended and Restated Agreement  and
          Plan  of Merger (the  "Plan")  pursuant  to  which,  among  other
          things,  the Bank will merge into First National Bank of Commerce
          and, on the  effective date of the merger, each outstanding share
          of common stock  of  the  Bank other than shares owned by Peoples
          Bancshares, Inc. will be converted  into  a  number  of shares of
          common  stock  of  First  Commerce  Corporation as determined  in
          accordance with the terms of the Plan.

                    FOR ____       AGAINST ____        ABSTAIN ____

          2.In their discretion, to vote upon such  other  business  as may
          properly come before the meeting or any adjournment thereof.

          THIS PROXY WILL BE VOTED AS SPECIFIED.  IF NO SPECIFIC DIRECTIONS
          ARE  GIVEN,  THIS  PROXY WILL BE VOTED FOR THE PROPOSAL SET FORTH
          HEREIN.

          Please  sign exactly  as  name  appears  on  the  certificate  or
          certificates representing shares to be voted by this proxy.  When
          signing  as   executor,   administrator,   attorney,  trustee  or
          guardian,  please  give  full title as such.  If  a  corporation,
          please  sign  in  full  corporate  name  by  president  or  other
          authorized persons.  If a partnership, please sign in partnership
          name by authorized persons.


          Dated:  ________________, 1995

                                        Signature of Shareholder



                                      Signature (if jointly owned)


Insert Mailing Label




                   PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY CARD
                   TO THE BANK PROMPTLY USING THE ENCLOSED ENVELOPE.


                                         PROXY

                            PEOPLES BANCSHARES, INC.
                           SPECIAL MEETING OF SHAREHOLDERS




             THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS.

          The  undersigned  hereby  constitutes  and  appoints  Nicholas P.
          Trist,  Jr.,  Richard  J.  Brennan and John F. Rowley, or any  of
          them,  the  proxies  of  the  undersigned,  with  full  power  of
          substitution, to represent the undersigned and to vote all of the
          shares  of  common  stock  of  Peoples   Bancshares,   Inc.  (the
          "Company")  that  the  undersigned  is  entitled  to  vote at the
          special meeting of the shareholders of the Company to be  held on
          September ___, 1995 and at any and all adjournments thereof.

          1.A   proposal  to  approve  an  Amendment  to  the  Articles  of
          Incorporation   of   the  Company  repealing  Article 17  in  its
          entirety.

                    FOR______      AGAINST____  ABSTAIN______

          2.A proposal to approve  an  Amended  and  Restated Agreement and
          Plan  of  Merger  (the  "Plan")  pursuant to which,  among  other
          things, the Company will merge into  First  Commerce  Corporation
          ("FCC")   and,   on  the  effective  date  of  the  merger,  each
          outstanding  share  of  common  stock  of  the  Company  will  be
          converted into  a  number  of  shares  of  FCC  common  stock  as
          determined in accordance with the terms of the Plan.

                    FOR ____       AGAINST ____ ABSTAIN ____

          3.In  their  discretion,  to vote upon such other business as may
          properly come before the meeting or any adjournment thereof.

          THIS PROXY WILL BE VOTED AS SPECIFIED.  IF NO SPECIFIC DIRECTIONS
          ARE GIVEN, THIS PROXY WILL  BE  VOTED  FOR THE PROPOSAL SET FORTH
          HEREIN.

          Please  sign  exactly  as  name  appears  on the  certificate  or
          certificates representing shares to be voted by this proxy.  When
          signing   as  executor,  administrator,  attorney,   trustee   or
          guardian, please  give  full  title  as  such.  If a corporation,
          please  sign  in  full  corporate  name  by  president  or  other
          authorized persons.  If a partnership, please sign in partnership
          name by authorized persons.


          Dated:  ________________, 1995

                                               Signature of Shareholder



                                               Signature (if jointly owned)


Insert Mailing Label



                   PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY CARD
                  TO THE COMPANY PROMPTLY USING THE ENCLOSED ENVELOPE.