EXHIBIT 23.2

                        Consent of Independent Auditors


The Board of Directors
Prime Bancorp, Inc.:

We consent to incorporation by reference in the Form 10-K of Prime Bancorp, Inc.
of our report dated January 16, 1998, relating to the consolidated statement of
financial condition of Prime Bancorp, Inc. and subsidiaries as of December 31,
1997, and the related consolidated statements of income, changes in
shareholders' equity, and cash flows for each of the years in the two year
period ended December 31, 1997, which report is incorporated by reference in the
December 31, 1998 annual report on Form 10-K of Prime Bancorp, Inc.

/s/ KPMG LLP
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Philadelphia, PA
March 29, 1999