EXHIBIT 23.3


                   CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

As independent public accountants, we hereby consent to the incorporation by
reference in this Registration Statement of our report dated January 19, 1998 on
Heritage Financial Services, Inc.'s consolidated financial statements for the
year ended December 31, 1997, included in Heritage Financial Services, Inc.'s
1997 Amendment #1 to the Annual Report on Form 10-K, and to all references to
our Firm included in this Registration Statement.

                                       /s/ ARTHUR ANDERSEN LLP

Chicago, Illinois
   
April 27, 1998