EXHIBIT 23.1

                     [LETTERHEAD OF HENRY & PETERS, P.C.]





Board of Directors
Gilmer Financial Services, Inc.
18 West Cass Street
Gilmer, Texas  75644

Members of the Board:

      We  consent  to  the  incorporation  by  reference  in  this  Registration
Statement on Form S-8,  pertaining  to Gilmer  Financial  Services,  Inc.'s 1995
Recognition and Retention Plan, of our report dated  September 18,  1998, on our
audits of the consolidated  financial  statements of Gilmer Financial  Services,
Inc. for the year ended June 30, 1998 which report is  incorporated by reference
in the Annual Report on Form 10-KSB.




                              /s/ Henry & Peters, P.C.
                              ---------------------------
                                  HENRY & PETERS, P.C.



Tyler, Texas
March 2, 1999







                                                                    EXHIBIT 23.2

                [LETTERHEAD OF SILVER, FREEDMAN & TAFF, L.L.P.]





                               March 2, 1999


Board of Directors
Gilmer Financial Services, Inc.
18 West Cass Street
Gilmer, Texas  75644

Gentlemen:

      We hereby  consent to the  inclusion  of our  opinion as Exhibit 5 of this
Registration Statement on Form S-8. 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.
                                    ------------------------------------
                                    SILVER, FREEDMAN & TAFF, L.L.P.