NEWS ANALYSIS: St. Paul Up Again As Fleet Deal Revives Takeover

Shares of Chicago's St. Paul Bancorp are on the rise again after a brief time-out from their big January gain. But it remains unclear as to whether speculation about an impending buyout is anything more than that.

Stock of the $4 billion-asset thrift took wing anew this week on the revelation that Shawmut National Corp., Hartford, Conn., is selling out to Fleet Financial Group., Hartford, Conn.

Investors apparently suspect ripples from that transaction could set off a new wave of industry consolidation.

St. Paul, whose Chicago suburban branch network is second only to that of mighty First Chicago Corp., long has been perceived as tempting merger bait. Speculation about the thrift began just after the New Year, and its stock outraced other major thrift issues.

The thrift's stock climbed from $17.50 per share at yearend to $25.125 on Feb. 3 - a whopping 43.6% increase. It then eased back, closing last week at $20.875. But renewed vigor since Tuesday lifted it to $TK at Thursday's close.

"Anybody wanting to grab a big market share quickly and establish a presence in Chicago has to do it through St. Paul, unless they're capable of going after First Chicago itself," said analyst Linda Stromberg of M.R. Beal & Co., New York.

At the same time, it is not at all clear that St. Paul is in play.

"We have not made any announcements that should affect our stock, and none are pending," its investor relations officer, Maryellen T. Thielan, emphasized on Thursday.

In that light, St. Paul's trading rally might prove ephemeral.

"We keep hearing the rumors, and they certainly have pushed up the stock this time, but it's very hard to know what might be true," said David Hochstim, an analyst at Bear, Stearns & Co., New York.

"You could almost trade St. Paul's stock just on merger speculation," said Kenneth Puglisi of Sandler O'Neill & Partners, New York. But the analyst added: "I'm not convinced they are ready to sell out."

The latest rumors held that ABN/Amro Bank, the Dutch-based parent of Chicago's LaSalle National Corp., might be readying an offer for St. Paul - and that this prospect might prompt bids from other potential suitors.

BankAmerica Corp., San Francisco, which arrived on the local scene last year when it acquired Continental Bank Corp., has bid on Chicago thrifts before and is often rumored to be interested in St. Paul.

Wholesale-oriented Continental earlier divested its Chicago branch operations. New owner BankAmerica, long a consumer banking powerhouse in California, now is said to want a similar profile in Chicago.

Bank of Montreal, the owner of Harris Trust & Savings Bank, Chicago, is said to want an even bigger presence in the Windy City. Indeed, some analysts think other large Canadian banks, finding it difficult to grow at home and having long-established links to Chicago, may be interested in St. Paul.

Then there are the out-of-state superregional banks with stakes in the affluent Chicago suburbs or elsewhere in Illinois who may be ready to expand. This group includes Banc One Corp., Columbus, Ohio; First Bank System, Minneapolis; and NBD Bancorp, Detroit.

Of course, much of this talk is not especially new.

St. Paul "has basically been in the same situation as a takeover candidate since it converted from mutual to stock ownership," said Mr. Hochstim. "The question is: What is different this time around?"

The answer, he suggested, is not that St. Paul is more or less desirable than it was 18 months ago, when the stock prices of many banks that might buy it were significantly higher.

Instead, "It is whether some companies have shifted priorities and decided to attempt some deals," Mr. Hochstim said. "If that strategic shift happened - or was thought to be happening - it might account for some of the strength in the stock."

But if that is not the case, St. Paul's fundamentals appear unlikely to support the stock at current levels. Like other thrifts, its net interest margin has come under pressure as rates rose.

In fact, Mr. Puglisi and several other analysts recently cut estimates on St. Paul, reflecting the additional pressure they anticipate this year on the thrift's net interest margin."

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