EXHIBIT 23.2

                      CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the use in the Prospectus constituting part of this 
Pre-Effective Amendment No. 2 to the Registration Statement on Form S-4 of our 
report dated January 31, 1995, relating to the financial statements of Life 
Savings Bank, Federal Savings Bank for the year ended December 31, 1994, which 
appears in such Prospectus. We also consent to the references to us under the 
headings "Experts" and "Changes in Accountants" in such Prospectus.

/s/ PRICE WATERHOUSE LLP
PRICE WATERHOUSE LLP
Los Angeles, California

May 28, 1997