Registration No. 000-22201
Filed May 23, 1997

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM S-8

REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933

EMERALD FINANCIAL CORP.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its Articles of Incorporation)

Ohio 34-1842953
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)

14092 Pearl Road, Strongsville, Ohio 44136
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(Address of Principal Executive Offices)

Emerald Financial Corp. 1994 Long-Term Incentive Plan
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(Full Title of Plan)

John F. Ziegler
Executive Vice President &
Chief Financial Officer
Emerald Financial Corp.
14092 Pearl Road, Strongsville, Ohio 44136
(216) 238-7311
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(Name, address and telephone number of agent for service)

CALCULATION OF REGISTRATION FEE
- -------------------------------------------------------------------------------------------------------
Title of Amount Proposed maxi- Proposed maxi- Amount of
Securities to be to be mum offering mum aggregate Registration
Registered (1) Registered Price per share(2) offering price(2) Fee(3)
- -------------------------------------------------------------------------------------------------------

Capital Stock, No par 100,000 $ 14.25 $1,425,000.00 $ 431.82
value
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<FN>
Notes:

1. Includes the exercise of options under the Emerald Financial Corp. 1994
Long-Term Incentive Plan and the resale of such shares by non-affiliated
persons to the public.

2. Estimated solely for the purpose of calculating the registration fee, which
has been calculated pursuant to Rule 457(h). The proposed Maximum Offering
Price Per Share is the average of the high and low prices of the common
stock, without par value, of Emerald Financial Corp. on the NASDAQ National
Market on May 19, 1997.

3. Computed in accordance with Rule 457(h) under the Act.

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This Registration Statement shall become effective automatically upon the date
of filing in accordance with Section 8(a) of the Securities Act of 1933, as
amended, and 17 C.F.R. Section 230.462.

Page 1 of 7 pages
Index to Exhibits is located on page 7

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Emerald Financial Corp.
S-8 Registration

PART I.
INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

The documents constituting Part I of this Registration Statement will
be given to participants in the Strongsville Savings Bank 1994 Long-Term
Incentive Plan (the "Plan") as specified of Rule 428(b)(1) under the Securities
Act of 1933, as amended (the "Securities Act"). In accordance with the rules and
regulations of the Securities and Exchange Commission (the "SEC") and the
instructions to Form S-8, such documents are not being filed with the SEC either
as part of this Registration Statement or as a prospectus pursuant to Rule 424.

PART II.

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

Emerald Financial Corp. (Company or Registrant) incorporates by
reference into this registration statement the following documents:

(a) The Registrant's Annual Report on Form 10-K for the year ended
December 31, 1996, filed with the SEC under SEC File No.
000-22201.

(b) The Registrant's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1997, filed with the SEC under SEC File No.
000-22201.

(c) The description of the Registrant's Common Stock, without par
value, contained in the Company's Registration Statement on
Form 8-A dated March 6, 1997.

All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934 (Exchange
Act), prior to the filing of a post-effective amendment which indicates that all
securities offered herein have been sold, or which deregisters all securities
then remaining unsold, shall be deemed incorporated by reference in this
registration statement and to be a part hereof from the date of filing of such
documents.

ITEM 4. DESCRIPTION OF SECURITIES

Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

A legal opinion has been rendered by Grady & Associates to the effect
that when issued in accordance with the Plan, Registrant's common shares will be
duly issued and outstanding and fully paid and non-assessable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

Pursuant to Section 1701.13(E) of the Ohio Revised Code, the Company
will indemnify any director or officer and any former director or officer of the
Company, against expenses, including attorneys' fees, judgments, fines and
amounts paid in settlement, actually and reasonably incurred by him or her by
reason of the fact that he or she is or was such a director or officer, in
connection with any threatened, pending or completed action, suit or proceeding,
whether civil, criminal, administrative or investigative, to the full extent
permitted by applicable law.

Article IV, Section A of the Code of Regulations of the Company
provides that the Company shall indemnify any person who is or was a director or
officer of the company or who is serving at the request of the Company as a
director or officer against expenses (including attorney's fees, judgments,
fines and

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Emerald Financial Corp.
S-8 Registration

amounts paid in settlement) actually and reasonably incurred by him or her by
reason of the fact that he or she was such director or officer in connection
with any threatened, pending or contemplated action, suit or proceeding, whether
civil, criminal, administrative or investigative to the full extent and
according to the procedures and requirements in the Oho Revised Code as the same
may be in effect from time to time.

The Company has purchased insurance policies indemnifying its officers
and directors and the officers and directors of its subsidiary against claims
and liabilities (with stated exceptions) to which they may become subject by
reason of their positions with the Company as officers and directors.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

Not applicable.

ITEM 8. EXHIBITS

The following exhibits are filed with or incorporated by reference into
this Registration Statement on Form S-8 (numbering corresponds to Exhibit Table
in Item 601 of Regulation S-K).

NO. EXHIBIT

(5) Opinion of Grady & Associates regarding legality

(23.1) Consent of Deloitte & Touche LLP

(23.2) Consent of Grady & Associates (appears in their opinion filed
as Exhibit 5)

(24) Power of Attorney for any subsequent amendments (contained in
the signature page to this Registration Statement).

(99.1) Emerald Financial Corp. 1994 Long-Term Incentive Plan

(99.2) Form of Emerald Financial Corp 1994 Long-Term Incentive
Agreement

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Emerald Financial Corp.
S-8 Registration

ITEM 9 UNDERTAKINGS

(a) The undersigned registrant hereby undertakes:

(1) To file, during any period in which offers and
sales are being made, a post-effective amendment to this
registration statement to include any material information
with respect to the plan of distribution not previously
disclosed in this registration statement or any material
change to such information in this registration statement;

(2) That, for the purpose of determining any liability
under the Act, each such post-effective amendment shall be
deemed to be a new registration statement relating to the
securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial
bona-fide offering thereof; and

(3) To remove from registration by means of a
post-effective amendment any of the securities being
registered that remain unsold at the termination of the
offering.

(4) The Company hereby undertakes that, for purposes
of determining any liability under the Act, each filing of its
annual report pursuant to section 13(a) or section 15(d) of
the Exchange Act that is incorporated by reference in this
registration statement shall be deemed to be a new
registration statement relating to the securities offered
therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.

(5) Insofar as indemnification for liabilities arising
under the Act may be permitted to directors, officers and
controlling persons of the Company, the Company has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such
liabilities (other than the payment by the Company of expenses
incurred or paid by a director, officer or controlling person
of the Company in the successful defense of any action, suit
or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being
registered, the Company will, unless in the opinion of its
counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question
whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final
adjudication of such issue.

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S-8 Registration

SIGNATURES

THE REGISTRANT. Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Strongsville, State of Ohio, on the 21st day of May
1997.

EMERALD FINANCIAL CORP.

BY: \S\ THOMAS P. PERCIAK
--------------------------
Thomas P. Perciak
President and Chief Executive Officer

BY: \S\ JOHN F. ZIEGLER.
----------------------
John F. Ziegler
Executive Vice President and
Chief Financial Officer

POWER OF ATTORNEY

KNOW BY ALL MEN BY THESE PRESENT that each person whose signature
appears below constitutes and appoints Thomas P. Perciak and John F. Ziegler and
each of them (with full power in each acting alone), as his true and lawful
attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign any and all amendments (including post-effective amendments)
to this Registration Statement, and to file the same, with all exhibits thereto
and other documents in connection therewith, with the Securities and Exchange
Commission, granting unto such attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in or about the premises, as fully to all
intents and purposes as he might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or either of them, or
their or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.

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Emerald Financial Corp.
S-8 Registration

Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.

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SIGNATURE TITLE DATE
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\S\ THOMAS P. PERCIAK President, Chief Executive
- ----------------------- Officer and Director May 21, 1997
Thomas P. Perciak

\S\ JOHN F. ZIEGLER Executive Vice President, Chief
- --------------------- Financial Officer and Director May 21, 1997
John F. Ziegler

\S\ MIKE KALINICH Chairman of the Board of Directors May 21, 1997
- ------------------
Mike Kalinich

\S\ JOAN M. DZURILLA Director May 21, 1997
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Joan M. Dzurilla

\S\ WILLIAM A. FRAUNFELDER, JR. Director May 21, 1997
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William A. Fraunfelder, Jr.

\S\ GLENN W. GOIST
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Glenn W. Goist Director May 21, 1997

\S\ GEORGE P. BOHNERT, JR. Director May 21, 1997
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George P. Bohnert, Jr.

\S\ JOHN J. PLUCINSKY
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John J. Plucinsky Director May 21, 1997

\S\ KENNETH J. PIECHOWSKI
- --------------------------
Kenneth J. Piechowski Director May 21, 1997
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Emerald Financial Corp.
S-8 Registration

EXHIBIT INDEX
TO
REGISTRATION STATEMENT ON FORM S-8

Exhibit Number Description
- --------------- -----------

5 Opinion of Grady & Associates regarding legality

23.1 Consent of Deloitte & Touche LLP

23.2 Consent of Grady & Associates (appears in their opinion filed
as Exhibit 5)

24 Power of Attorney for any subsequent amendments (contained in
the signature page to this Registration Statement).

99.1 Emerald Financial Corp. 1994 Long-Term Incentive Plan

99.2 Form of Emerald Financial Corp 1994 Long-Term Incentive
Agreement