Bankers are taking a wait-and-see approach to Amsouth Bancorp.'s deal to buy First American Corp., which includes its third-party marketing business.

IFC Holdings Inc. of Tampa and its subsidiaries Invest Financial Corp. and Investment Centers of America provide investment products to 424 banking companies that are too small to run their own brokerage or do not want to.

Details of Amsouth's strategy are still being ironed out. Executives at the $20 billion-asset company have said they are looking forward to working with IFC Holdings, said Robert R. Blagojevich, the chief executive of the third-party marketing company.

Still, observers said the deal, expected to close in the fourth quarter, raises several questions, including whether Birmingham, Ala.-based Amsouth will cut costs by reducing services to banks.

The broker-for-hire business has lost ground in recent years as banks pull their brokerages in-house or buy the capability.

This falloff in the businesses could color Amsouth's approach to IFC Holdings, observers said.

Some banks are wary of working with third-party marketing firms that are owned by a competitor.

And the fact that Invest and Investment Centers would be owned by an even larger bank, could be of some concern to current and potential customers.

It would be "disconcerting if people came here and thought they were doing business with Amsouth," said Charles G. Brown, the president and chief executive of Charlotte State Bank in Port Charlotte, Fla., which uses Invest as its broker-dealer.

Mr. Brown said he plans to monitor Invest closely to see how progressive it remains and whether Amsouth pushes it to stay ahead of competitors.

Stephen Angelis, the president of Durham, N.C.-based CCB Financial Corp.'s brokerage, which also uses Invest, said his only concern would be if Amsouth cut Invest's expenses.

"Because it could impact the services I get," he said.

Other banks said they would wait to see how - if at all-their service changes as a result of the deal.

Amsouth does not have a third-party marketing business, but it does have an in-house brokerage.

First American had its own in-house brokerage until February 1997 when it outsourced that part of its business to Invest.

Whether IFC senior managers survive the deal is another important issue, observers said.

Paul Werlin, a recruiter who places registered representatives and executives in bank investment programs, said Amsouth's compliance and back- office staff members are vulnerable.

"That's where the economies come in," said Mr. Werlin, the president of Human Capital Resources, based in St. Petersburg, Fla.

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