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                                                                    EXHIBIT 23.6
 
                                October 26, 1995
 
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
 
Ladies and Gentlemen:
 
     We hereby consent to the filing with the Securities and Exchange Commission
of the form of our opinion as Exhibit 8 to FAC's Registration Statement on Form
S-4 relating to shares of FAC Common Stock that may be issued in connection with
the Merger and to the reference to our firm under the headings
"Summary -- Certain Federal Income Tax Consequences" and "Certain Federal Income
Tax Consequences" in the Prospectus/Proxy Statement. In giving such consent, we
do not thereby admit that we are in the category of persons whose consent is
required under Section 7 of the Securities Act of 1933.
 
                                          Very truly yours,
 
                                                 /s/  Arnold & Porter
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                                                     ARNOLD & PORTER