Jan W. Clark would rather talk about anything than the proxy battle that forced him out of his job as president of the local community bank.

The mild-mannered former accountant would rather talk about his new endeavor: starting a bank to compete with his former employer.

Mr. Clark, along with four directors ousted last year in a proxy battle at $250 million-asset Bank of Glen Burnie, is organizing County National Bank. The start-up gained preliminary approval from the Office of the Comptroller of the Currency last week and hopes to open by the end of the year.

"The history is ... done with," said Mr. Clark, slightly annoyed with a topic that won't seem to go away. "I think the focus here is a new national bank."

But the proposed bank merits focus not only because it's new. The Glen Burnie business community was riveted for more than a year by Bank of Glen Burnie's proxy fight as two opposing camps of insiders vied for the community's allegiance.

And with County National Bank's entrance on the scene, that fight will be taken to the streets.

Mr. Clark's odyssey is a lesson in how boardroom politics at tiny banks can take on broad community significance in a new age of heightened competition. County National is being established in what for years has essentially been a one-bank town, so the stakes are large for him and his compatriots, former Bank of Glen Burnie chairman Henry L. Hein and John G. Warner, a longtime area banker.

County National's "directors and officers are well known in the community and therefore I think it has some potential," said Thomas E. Hitselberger, managing director of Professional Consulting Associates, a bank consulting firm in Timonium, Md. "But Glen Burnie has basically been a one bank town for years. It will be interesting to see what happens once you have two locally owned community banks."

Officials at both banks say they have left the controversy behind them. Both wish each other well and say there's enough room for two community banks in Glen Burnie, a town of 37,000.

But the bitterness lingers.

Joseph Corcoran, president of the Glen Burnie Improvement Association, said that the proxy fight in March 1995 managed to "split the community."

"Some were leaning toward the old board members, some were leaning toward the new," Mr. Corcoran said.

What exactly happened is still disputed. The fight was front-page news in Glen Burnie's hometown newspaper, The Maryland Gazette.

The proxy fight was won by the children of Bank of Glen Burnie's three founders, who controlled a majority stake in the bank. They forced out 11 of the 12 directors and installed one of their own, William Kuethe Jr., as president and chief executive.

Mr. Kuethe, son of Bank of Glen Burnie's first president, had been serving as an adviser to the bank. His group charged that Mr. Clark had unnecessarily exposed Bank of Glen Burnie to a discrimination suit by an Indian couple who claimed the reason the bank called back their home loan was that residents didn't want them moving into their neighborhood. The lawsuit was settled out of court.

Meanwhile, Mr. Clark's group accused Mr. Kuethe of making a power play to seize control of the bank.

Mr. Kuethe seems nonchalant about competition from his former colleagues.

"(The bank) seems to be pretty indefinite at this point," he said, noting that it's still in formation. "I know they've been out soliciting business."

Mr. Kuethe said Bank of Glen Burnie's customers have also been approached. But again, he said he's not concerned.

"I have said all along, there's enough business," Mr. Kuethe said. "If a customer is dissatisfied with us, they're going to leave anyway. We just have to keep them happy."

But the bank is adjusting, breaking with its tradition of keeping a low profile. Mr. Kuethe recently hired a marketing manager for the first time.

"We're just going to keep business as usual - and stay reasonably quiet," Mr. Kuethe said. "We might make a little more noise."

County National is already making noise.

It plans to opening up its first branch later this year in Pasadena, just south of Glen Burnie. Its headquarters will be located next to a six- lane highway that's home to Glen Burnie's many fast-food restaurants, strip malls, and car dealerships.

Just across the road from County National's proposed headquarters is the site of the planned Towne Center redevelopment, a project to rejuvenate an aging downtown that's been hurt by suburban sprawl. Old Glen Burnie's streets, although not exactly quaint, maintain a feel of a small town, with many of the stores locally owned mom and pop operations.

Mr. Hein, the former Bank of Glen Burnie chairman who is to assume that office with County National, is spearheading the redevelopment effort and hopes the start-up will play a big role.

Although Mr. Corcoran of the improvement association expects some people to flock to Mr. Clark's bank because they know and trust him and County National's directors, he doesn't expect that to detract from 47-year-old Bank of Glen Burnie, a community mainstay.

Bank of Glen Burnie holds about 5.63% of the bank market share in Anne Arundel County, with about $219 million in deposits in six branches.

One Bank of Glen Burnie customer, Mike Beck, said he sees no reason to switch banks.

"They call me by my first name when I come in," Mr. Beck said as he walked his dog a block away from the bank.

Mr. Warner, who is to be County National Bank's executive vice president, said what the new bank has learned from the Bank of Glen Burnie proxy fight is to avoid ownership by a heavy concentration of shareholders.

"The new bank won't have that kind of ownership," Mr. Warner said.

Otherwise, Mr. Warner said he's not concerned about the goings on of other community banks. He's after the big guys.

"All community banks embrace their customers," he said. "People tend not to move as quickly from a community bank. ... I would just like to have what the big banks spill."

Mr. Clark, Mr. Hein, and Mr. Warner went straight to the local business community in search of private investors, lobbying during breakfasts, lunches, and dinners. Mr. Clark said it was the small-business people who said they were tired of trying to secure loans from large out-of-town banks.

After gaining about 10 pounds each, the County National Bank organizers say they managed to raise $8.6 million in capital between April and July, nearly $2 million more than Mr. Clark had expected.

"Most of our investors are small to medium-size businesses in the market area," Mr. Clark said. "We had no idea we would get the response we did."

Several investors interviewed said that besides confidence in the bank's management, they were trying to give the area a new community bank.

"I was concerned about what was happening in banking," said Benjamin Renko Sr., president and owner of Data Search, a mortgage servicer in Glen Burnie and an investor. "I always thought there was some room here for small bank branching rather than looking for a return on the money."

Mr. Warner said County National Bank will go after a small piece of the $3.6 billion worth of bank deposits in Anne Arundel County. The market is dominated by the state's two largest banks, NationsBank Corp. (about 20%), and First National Bank of Maryland (about 20% and 10%, respectively of the state's deposits.

"One percent of that would make us a very good operation," Mr. Warner said.

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