Deposit Guaranty Corp. of Jackson, Miss., said it has agreed to acquire NBC Financial Corp. of Baton Rouge, La., and its Bank of Commerce unit for $13 million in stock.

Deposit Guaranty said it would exchange 422,581 common shares for all of NBC Financial's shares.

The transaction, which would be accounted for as a tax-free purchase, is subject to the approval of NBC Financial shareholders and regulatory authorities. The bank said no determination had been made on when the deal would close.

Bank of Commerce, with two offices in Baton Rouge, has $69.3 million of assets. Deposit Guaranty, which also has subsidiaries in its home state and Arkansas, has $6.4 billion of assets.

"We have laid the framework for this merger with a presence in Ascension and Livingston parishes" in Louisiana, said E.B. Robinson, Deposit Guaranty's chairman and chief executive. "Bank of Commerce now gives us an opportunity to enter Baton Rouge proper."

Thomas A. Boone, NBC Financial's president and chief executive, said Deposit Guaranty's growing network of south Louisiana locations "can offer our customers more convenience in addition to an expanded line of products and services."

NBC Financial would be merged into Deposit Guaranty National Bank of Louisiana, the Mississippi company's south Louisiana subsidiary. Bank of Commerce's local management team would be retained.

Deposit Guaranty also has a deal, expected to close March 31, to buy $186 million-asset First Capital Bancorp of Monroe, La., for about $40 million. First Capital's subsidiary, Capital Bank, has six branches in northeast Louisiana.

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