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                                    FORM 8-K

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


      Date of Report (Date of earliest event reported):   July 16, 1996


                             St. Paul Bancorp, Inc.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                         
Delaware                    01-15580                    36-3504665
- -------------------------------------------------------------------------
(State or other             (Commission                  (IRS Employer
jurisdiction of              File Number)                Identification
incorporation)                                           No.)



6700 West North Avenue
Chicago, Illinois                                        60707
- -------------------------------------------------------------------------
(Address of principal executive office)                  (Zip Code)



       Registrant's telephone number, including area code: (312) 622-5000
                                                           --------------

                                 Not Applicable
         -------------------------------------------------------------
         (Former name or former address, if changed since last report)




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Item 5. Other Events

     On July 16, 1996, St. Paul Bancorp, Inc. (the "Company") announced a new
program to repurchase up to 900,000 shares (approximately 5%) of its currently
outstanding common stock over the next six months in the open market (and
privately negotiated transactions).  Under its most recent repurchase program,
the Company purchased 925,000 shares of its common stock.

     The Company has also announced an increase in its quarterly cash dividend
rate from $0.10 per share, to $0.12 per share.  The increase in the cash
dividend rate will be effective with the mid-August 1996 quarterly cash
dividend.
























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                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                ST. PAUL BANCORP, INC.
                                ----------------------
                                (Registrant)


                                /s/ Patrick J. Agnew
                                --------------------
                                Patrick J. Agnew
                                President




Attest:



/s/ Clifford M. Sladnick
- -------------------------
Clifford M. Sladnick
Senior Vice President, General Counsel
and Corporate Secretary



Date: July 16, 1996










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