1
                                                                    Exhibit 24.1


                         Consent of Independent Auditors

We consent to the inclusion in Amendment No. 1 to Security Banc Corporation's
Annual Report on Form 10-K for the year ended December 31, 1998, and to the
incorporation by reference in the Registration Statement (Form S-8 No. 33-59244)
pertaining to the Security Banc Corporation 401 (K) Profit Sharing Savings Plan
of our report dated June 25, 1999 with respect to financial statements and
schedules of the Security Banc Corporation 401 (k) Profit Sharing Savings Plan
for the year ended December 31, 1998.


                                              /s/ Ernst & Young LLP


June 25, 1999
Columbus, Ohio