At 78, most bankers are thinking more about the next Social Security check than the next acquisition.

Not Carl Pohlad, president of Marquette Bancshares.

After more than a half-century in banking, he has amassed an empire of three dozen community banks spanning 10 states, a baseball team that has won two world championships, and a personal fortune estimated at close to $1 billion.

But Mr. Pohlad, who is five years older than the Pope and 31 years older than the President, hasn't considered stopping. In fact, he has just embarked on an acquisition spree that is likely to lead him far from the Twin Cities -- through Texas and eventually to California.

|A Long-Range View'

"At Carl's age, you would not think he would be looking at things that might not be good five years from now," said Norman Jones, a friend who is chief executive of Metropolitan Financial Corp., a Minneapolis-based regional thrift company. "But Carl always has a long-range view."

When Mr. Pohlad sold the Twin Cities franchise of his bank holdings, Bank Shares Inc., to First Bank System for $240 million last year, many observers figured he would sell the whole lot and head for a liesurely retirement.

Instead, Mr. Pohlad and his executive posse refocused their strategy to acquire small community banks in secondary towns and cities throughout the 10 states they are in, and in others they find appealing.

Known for Baseball

"All the major banks in the country are staking out their territory today," Mr. Pohlad said last week in a rare interview. "We are doing the same thing in a smaller, private way."

A household name in Minneapolis, Mr. Pohlad is less well-known for his banking expertise than his ownership of the Minnesota Twins, who were threatening a move to sunnier climes when he acquired them in 1984. But banking has been the core of the gray-haired executive's empire. His network of 37 community banks, if merged, would create a company with $3.5 billion of assets and 95 offices. Mr. Pohlad also owns $250 million -- nearly 9% -- of First Bank System stock, and more than $20 million of Metropolitan Financial's shares.

Some Disappointments, Too

While most of his investments have been successful, Mr. Pohlad has had his share of disappointments. Early this year, MEI Diversified, a concern with interests in hair salons and medical products in which he had a controlling stake, filed for bankruptcy protection.

Two years earlier, he sold more than 600,000 shares of TCF Financial Corp. just before the market for thrift stocks took off and TCF tripled in value.

And Mr. Pohlad, who calls deal-making "romance," was jilted in his three largest takeover attempts. In 1989 he tried to buy Texas American Bancshares, Fort Worth; and National Bancshares, San Antonio, which would have boosted his Texas holdings to nearly $10 billion. Early this year he and investor Irwin Jacobs tried to raise their 10% stake in Peoples Westchester Savings Banks of New York to full ownership of the $1.8 billion thrift -- but offered just $30 per share, a bid handsomely topped at $44 by New Jersey-based First Fidelity Bancorp.

|On the Cheap'

"Carl Pohlad likes to buy things on the cheap," said Piper Jaffray Inc. analyst Steven R. Schroll. "Today you don't buy banks on the cheap unless they have a lot of problems."

Still, "his small community bank strategy is sound, and will be, like most of Carl's endeavors, a success," said Richard Kovacevich, president and chief executive of Norwest Corp.

Over the past decade only two of the Pohlad banks have posted a loss -- and those were modest. The average return on assets for the dozen Marquette banks in Minnesota was a healthy 1.4% last year.

The banks are controlled by the Pohlad family directly or through 15 separate holding companies. While they are not centralized and have different names, the Pohlad family exacts efficiencies through its Marquette Consulting Corp.

Through the shell company, Mr. Pohlad and other officers at Marquette offer their many disparate banks centralized functions including auditing, loan review, and compliance,

The career banker said he does not exclude the possibility of merging all of the institutions, conceding: "Maybe some day we will put them all together." Nor does he rule out selling some of his family's share in the chain of banks: "We will continue to give it consideration."

But for now, Mr. Pohlad and the officers of Marquette are focused on doing deals. They are scouting aggressively in the Midwest, Arizona, Texas, and New Mexico, where the Pohlads currently own institutions.

"If we don't think we can achieve $1 billion of assets, we don't have too much interest in a given market area," said Mr. Pohlad.

Since selling the Minneapolis franchise last year, the Pohlad group has picked up three community banks in Texas, two in Minnesota, and one in New Mexico, plus a South Dakota thrift, and has opened a private bank in Minneapolis -- adding a total of $700 million of assets.

The Pohlad group recently reached -- but has not yet announced -- agreements to buy a $30 million-asset bank in Denton, Tex., and a $100 million-asset bank near Houston, as well as a $75 million-asset bank in western Wisconsin.

Perhaps most surprising, however, Mr. Pohlad is looking at about six banks in California alone: "Where there is trouble there is opportunity," he says.

Mr. Pohlad was baptized into banking during the Depression as a collector for an Iowa finance company. "It's easy to make a loan but it takes a genius to collect on it," he says.

To keep asset-quality problems to a minimum, Marquette Consulting takes Mr. Pohlad's underwriting gospel on the road -- training staff continually at all locations.

"People that are part of the Pohlad organization know that earnings are not the number one priority -- asset quality is," said Thomas A. Herbst, an executive vice president at Marquette.

|They Are Family Oriented'

The banker also tries to provide ample incentive for employees throughout the company -- though none of the salaries approach the $31 million, five-year deal star Twins outfielder Kirby Puckett signed prior to this season.

"It's a real good organization to work for," said Pauline Nygaard, a vice president at Farmers State Bank of Cut Bank in Montana. "They are family-oriented which means a lot around here."

Mr. Pohlad's "family" at the banking company consists of executive vice presidents James O. Pohlad (Carl's son), Mr. Herbst, and Albert J. Colianni Jr., and chief financial officer Jann Ozzello Wilcox. Mr. Pohlad declined to name his successor.

"I might live forever," said Mr. Pohlad, whose 101-year-old mother attends every Twins home game. "The secret of age is that you have got to keep busy."

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