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                  Independent Auditor's Report
                  ----------------------------


Board of Directors
Union National Bank of Arkansas, Little rock, Arkansas
Little Rock, Arkansas

     We have audited the consolidated statements of income,
stockholder's equity and cash flows of Union National Bank of
Arkansas, Little Rock, Arkansas and Subsidiaries for the year ended
December 31, 1992.  These consolidated financial statements are the
responsibility of the Bank's management.  Our responsibility is to
express an opinion on the consolidated financial statements based
on our audit.

     We conducted our audit in accordance with generally accepted
standards. Those standards required that we plan and perform the
audit to obtain reasonable assurance about whether consolidated
financial statement are fee of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the consolidated financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the
overall consolidated financial statement presentation.  We believe
that our audit provides a reasonable basis for our opinion.

     In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the consolidated
results of operations and cash flows of Union National Bank of
Arkansas, Little Rock, Arkansas and Subsidiaries for the year ended
December 31, 1992, in conformity with generally accepted accounting
principles.

                                    /s/ Frost & Company
                                   Certified Public Accountants

Little Rock, Arkansas
January 22, 1993