Exhibit 23.3

                        Consent of Independent Auditors

We consent to the reference to our firm under the caption "Experts" in the 
Registration Statement (Form S-4) and related Prospectus of First Bank System, 
Inc. for the registration of 517,241 shares of its common stock and to the 
incorporation by reference therein of our report dated January 24, 1995, with 
respect to the consolidated financial statements of First Bank System, Inc. 
included in its Current Report on Form 8-K dated March 3, 1995, filed with the 
Securities and Exchange Commission.


/s/ Ernst & Young LLP


Minneapolis, Minnesota
August 29, 1995