May 16, 1996




Board of Directors
St. Landry Financial Corporation
459 East Landry Street
Opelousas, Louisiana 70570

Members of the Board:

     We hereby consent to the inclusion of our opinion as Exhibit 5 of
this Registration Statement and the reference to our firm in the
Prospectus.  In giving this consent, we do not admit that we are within
the category of persons whose consent is required under Section 7 of the
Securities Act of 1933, as amended, or the rules and regulations of the
Securities and Exchange Commission thereunder.


                                   Very truly yours,


                                   (s)
                                   SILVER, FREEDMAN & TAFF, L.L.P.