Citizens Banking Corporation
328 S. Saginaw Street
Flint, Michigan  48502-2401
(810) 766-7500


For Immediate Release                         Contact:  Karen L. Magidsohn
July 1, 1997                                            Vice President
                                                        Corporate Marketing
                                                        810-766-7895


CITIZENS BANKING CORPORATION
ACQUIRES CB FINANCIAL CORPORATION

Flint, MI   Citizens Banking Corporation today acquired CB Financial
Corporation, headquartered in Jackson Michigan and merged the CB Financial
banks, City Bank & Trust Company in Jackson; City Bank in St. Johns/Lansing;
and CB North in Charlevoix with and into Citizens Michigan banking operations,
Citizens Bank.

Citizens Banking Corporation purchased CB Financial Corporation in a tax free
stock-for-stock merger transaction accounted for as a pooling of interests. 
The transaction was recently approved by regulatory authorities and the
shareholders of both Citizens and CB Financial.

Robert J. Vitito, President and Chief Executive Officer of Citizens Banking 
Corporation, said, "We welcome these new markets into our family of community
banks.  We are very excited about the opportunity to build and strengthen our
presence in Jackson, Charlevoix, and St. Johns/Lansing."

The new Citizens Bank markets will be part of Citizens Michigan banking
operation which includes the following market areas:  Bay City/Midland, East
Lansing, Fenton, Flint, Grayling/Gaylord, Royal Oak, Saginaw, Standish,
Sturgis, and Ypsilanti.  The three new markets will become part of Citizens
Bank and operate as follows:

Citizens Bank Jackson will operate as a Community Bank serving Jackson,
Albion, Brooklyn, Homer, Parma, Springport, and Vandercook Lake.  David L.
Prough has been appointed President of the Bank.

Citizens Bank Charlevoix will operate as a Community Bank serving its current
communities of Traverse City, Beaver Island, Bellaire, Boyne City, Central
Lake, East Jordan, Eastport, and Ellsworth.  James R. Kanary has been
appointed President of Citizens Bank Charlevoix and will also continue as
President of Citizens Bank Grayling/Gaylord.

Citizens Bank Lansing will operate as a Community Bank and will include East
Lansing, Lansing, Elsie, Fowler, Haslett, St. Johns, Laingsburg, and Okemos. 
Mark A. Fleshner has been appointed President of the Bank.

Citizens Banking Corporation is a diversified financial services company
providing a full range of commercial, consumer, mortgage banking, trust, and
investment services to a broad client base.  The Flint-based company now has
assets of $4.3 billion.  Citizens now serves markets throughout Michigan and
in suburban Chicago, Illinois through 128 banking offices and over 130 ATMs.