Goldman Sachs & Co. reestablished itself in 1994 as the leading bank mergers and acquisitions adviser, according to SNL Securities Inc.

Goldman negotiated some of 1994's top deals, representing Continental Bank in its $2.3 billion sale to Bank America Corp. Goldman, which ranked first in 1992, slipped to No. 3 in 1993.

But while large deals propelled firms like Goldman to the top of the rankings, the high number of regional firms in the top 10 reflected the preponderance of smaller deals in 1994.

"1994 was an unusual year in that many transactions tended to be smaller," said a Wall Street investment banker, who requested anonymity. "One result of that is the competitive picture is much more fragmented."

Many of these firms, he added, will not stay in the top 10 when the deals become larger again.

Nonetheless, firms like Montgomery Securities, which announced 12 deals, Alex. Brown & Sons, which announced 10, and Wheat First Securities, with eight, all reached the top 10.

Montgomery moved up from No. 13 in 1993 to No. 3 last year, while Wheat First improved from 27th to eighth.

One of the biggest stories of 1994, however, was the emergence of Lazard Freres & Co. as a blockbuster adviser, and the plunge of CS First Boston Corp. out of the top 10.

Lazard, which does not underwrite debt and equities, advised BankAmerica Corp. in the Continental deal, and MacAndrew & Forbes on its purchase of First Nationwide Federal Savings Bank, the largest thrift purchase in history.

In 1993, Lazard was No. 15, and in 1992 the New York house did not rank.

Meanwhile, CS First Boston, second in 1993 on the strength of its participation in the Keycorp-Society merger, dropped to No. 20.

Salomon Brothers placed fifth after a first place finish last year. But the 1994 ranking could have been even worse. SNL credited Salomon with advising MacAndrew & Forbes on its purchase of First Nationwide from Ford Motor Co.

Salomon initially participated in that deal, but then was dismissed as a financial adviser after MacAndrew & Forbes' head Ronald Perelman decided he wanted a bigger stake in the California thrift.

As a result, Salomon itself did not claim credit for the deal last year in a published advertisement touting its deals.

J.P. Morgan continued its ascendancy into the top echelons of bank advisers, achieving a sixth place ranking for 1994. The firm reached number 11 in 1993 and was not ranked in 1992.

Along with Goldman, J.P. Morgan received credit for advising Ford Motor Co. on its sale of First Nationwide. The money center also advised First Bank System on its $827 million purchase of Metropolitan Financial.

One investment banker noted, however, that Morgan took a relatively small role, writing a fairness opinion for the deal.

Other banks that placed in the rankings included Chemical Securities Inc., Bankers Trust Co., and Crestar Securities Inc.

Another notable improvement came from Stifel Nicolaus & Co., which jumped from number 30 to number 11, on the strength of its burgeoning midwestern advisory service.

Far and away the firm involved in the most deals was fairness opinion king Alex Sheshunoff & Co., with 40.

SNL Securities, rather than deciding which firms should receive credit where more than one was involved, gave credit to all firms involved in a deal.

So in BankAmerica's buy of Continental, Goldman Sachs, Lazard, and Montgomery Securities received credit.

And firms that wrote fairness opinions were given equal weight with advisers who originated and negotiated deals.

So Merrill Lynch & Co. and Wheat First Securities, which wrote fairness opinions for the $1.1 billion merger-of-equals between BB&T and Southern National Corp., received equal credit with Lehman Brothers, the advisers to both sides.

The rankings also include deals that were terminated. So Goldman Sachs and Keefe, Bruyette & Woods Inc. received credit for the proposed $376 million purchase of United Counties Bancorp by Meridian Bancorp. And Keefe Bruyette received credit for another deal that fell through - the proposed $277 million purchase of Bankers Corp. by Summit Bancorp.

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