<PAGE>   1
                                                                   EXHIBIT 99.1




                             AMERICAN BANCORP, INC.


                       PROXY STATEMENT FOR ANNUAL MEETING
                            TO BE HELD APRIL 9, 1997


                                    GENERAL

         The accompanying proxy is solicited by and on behalf of the Board of
Directors of American Bancorp, Inc. (the Corporation), for use at the annual
meeting of shareholders to be held April 9, 1997, at the time and place set
forth in the accompanying Notice of Meeting.  The principal executive offices
of the Corporation and its wholly-owned subsidiary, American Bank & Trust
Company (the Bank), are located at 328 East Landry Street, Opelousas, Louisiana
70570.  The date on which this Proxy Statement and the enclosed form of proxy
were first sent to shareholders is approximately March 25, 1997.

         Only shareholders of record at the close of business on February 28,
1997, are entitled to notice of and to vote at the meeting.  On that date, the
Corporation had outstanding 120,000 shares of common stock, each of which is
entitled to one vote on all matters presented to the shareholders at the
meeting.  To the knowledge of the Corporation, all persons beneficially owning
more than five percent (5%) of its outstanding voting securities are listed in
the section entitled "Shareholders Owning 5% or More of Outstanding Shares" on
page 4 of this Proxy Statement.

         The shares represented by any proxy in the enclosed form, if it is
properly executed and received at or prior to the meeting, will be voted in
accordance with the specifications made thereon.  Proxies received on which no
specification is made will be voted for election as directors of the five
nominees named herein and in favor of the remaining proposals as set forth on
the enclosed proxy.  Proxies are revocable by written notice to the Secretary
of the Board of Directors, Ronald J. Lashute, at any time prior to their
exercise or by submitting a later dated proxy.  Written revocations of proxy
may be presented in person or mailed to:  Ronald J. Lashute, Executive
Vice-President and Chief Executive Officer, American Bank & Trust Company, P.
O. Box 1579, Opelousas, Louisiana 70571-1579.  Proxies will be deemed revoked
by attendance and voting at the annual meeting.

         All expenses of preparing, printing, and mailing the proxy and all
materials and expenses incurred in solicitation will be borne by the
Corporation.  Proxies also may be solicited in person or by telephone or
telegraph by directors, officers, and other employees of the Corporation or the
Bank, none of whom will receive additional compensation for such services, but
who may be reimbursed for any actual expenses incurred, which expenses are
estimated not to exceed the aggregate sum of $2,000.  The Corporation also may
request brokerage houses, custodians, and nominees, if any such persons are
listed as record owners of the Corporation's common stock, to forward these
materials to the beneficial owners of the stock held of record by them and pay
the reasonable expenses of such persons for forwarding the material.
<PAGE>   2
                        SECURITY OWNERSHIP OF MANAGEMENT

         The five members of the Board of Directors of the Corporation and the
two executive officers of the Corporation (both of whom also serve on the Board
of Directors), as a group own, directly or indirectly, 49,918 (41.6%) shares of
the common stock of the Corporation.  See "Election of Directors" for the stock
ownership of individual directors.



                             ELECTION OF DIRECTORS

         The Articles of Incorporation of the Corporation provide that the
number of directors will be set by the Bylaws.  The Bylaws provide for a board
of not less than five nor more than twenty directors.  The Bylaws currently set
the Board of Directors at five members.

         The information below lists each nominee for director of the
Corporation, each of whom currently serves as a director, setting forth his
address, age, principal occupation or employment, and amount and percentage of
beneficial ownership of common stock of the Corporation as of February 28,
1997.  Each person listed below has been named as a nominee for election as
director at the meeting to which this Proxy Statement relates.  Directors are
elected to hold office until the next annual meeting of shareholders unless
they sooner become disqualified, or until such time as their successors are
elected and have qualified.  Unless otherwise indicated, all nominees have been
with the same organization in essentially the same position as listed below for
the past five years, and the nominees beneficially own, with sole voting and
investment power, the shares listed below.  The nominees, except Ronald J.
Lashute, are also members of the Board of Directors of the Corporation's
subsidiary, American Bank & Trust Company.  The year listed under the heading
"First Elected Director" indicates the year in which the nominee or director
was first elected as a director of the Bank prior to formation of the
Corporation or the year in which the nominee or director was first elected as a
director of the Corporation.  Those persons listed on the table below, except
Ronald J. Lashute, first became directors of the Corporation on June 30, 1982.
Ronald J. Lashute has been an executive officer of the Corporation and the Bank
since 1990.  See "Executive Officers."

         None of the directors of the Corporation holds a directorship in any 
other company with a class of securities registered under Section 12 of the
Securities Exchange Act of 1934 as amended, or subject to the requirements of
Section 15(d) of that Act or in any company registered as an investment company
under the Investment Company Act of 1940.


                                      -2-
<PAGE>   3
<TABLE>
<CAPTION>                                                                                           SHARES           
                                                                                                 BENEFICIALLY        
                                                                           FIRST                  OWNED AS OF        
                                            PRINCIPAL OCCUPATION          ELECTED              FEBRUARY 28, 1997     
NAME                              AGE          OR EMPLOYMENT             DIRECTOR          NUMBER           PERCENTAGE      
----------------------------------------------------------------------------------------------------------------------   
<S>                                      <C>                                <C>             <C>                  <C>      
Joseph J. Artall                  90     Farmer                             1958             4,620               3.9%    
P. O. Box 486                                                                                                            
Melville, LA  71353                                                                                                      
                                                                                                                         
Walter J. Champagne, Jr.          76     Walter J. Champagne Co.,           1958             2,045               1.7%    
P. O. Box 8                                (Gen. Merchandising &                                                         
Port Barre, LA  70577                      Agric.) Vice-Pres./Bank                                                       
                                                                                                                         
J.C. Diesi (1,3)                  76     Diesi Pontiac-Cadillac-            1958            11,626               9.7%    
148 W. Smiley Street                       Buick, Inc., (Automobile                                                      
Opelousas, LA  70570                       Dealer & Service)                                                             
                                                                                                                         
Salvador L. Diesi, Sr.            66     Chairman of the Board and          1973            31,199              26.0%    
  (1,2,3,4)                                President, American                                                           
1355 Dietlein Blvd.                        Bancorp, Inc. and                                                             
Opelousas, LA 70570                        American Bank & Trust                                                         
                                           Company; Wholesale Beer                                                       
                                           Distributor, Premium                                                          
                                           Brands, Inc.; Gas Station,                                                    
                                           Convenience Store, and                                                        
                                           Video Poker; Little                                                           
                                           Capitol of Louisiana,                                                         
                                           Inc.; Commercial real                                                         
                                           estate, farming interest;                                                     
                                           and Attorney at Law                                                           
                                                                                                                         
Ronald J. Lashute                 47     Executive Vice-President           1994               428                .3%    
  (2,3)                                    and Chief Executive                                                           
2057 Jasmine Drive                         Officer of the Bank and                                                       
Opelousas, LA  70570                       Secretary, Treasurer of                                                       
                                           the Corporation                                                               
                                                                                                                         
                                                                                          --------             -----     
Total for directors (five persons)                                                          49,918              41.6%    
                                                                                          ========             =====     
</TABLE>                                                                      


   (1)     J.C. Diesi is Salvador L. Diesi's uncle.
   (2)     Executive Officer of the Corporation who participates in major
           policy making functions.
   (3)     Ronald J. Lashute is a cousin of Salvador L. Diesi, Sr. and a nephew
           of J.C. Diesi.
   (4)     Of the 31,199 shares held by Salvador L. Diesi, Sr., 9,917 shares
           (8.3%) are held by a Corporation of which Mr. Diesi owns 51% and
           16,000 shares (13.3% of the Corporation's outstanding common stock)
           are owned by the Diesi Family Trust.  Mr. Salvador L. Diesi, Sr. is
           the trustee of The Diesi Family Trust and has sole voting authority
           with respect to the shares of the Corporation's common stock held by
           the said trust.  See "Shareholder's Owning 5% or More of Outstanding
           Shares."

                                      -3-
<PAGE>   4
       If elected by the shareholders to serve as the Corporation's Board of
Directors, the nominees listed above plan to direct the Chairman of the Board
of the Corporation, as the sole shareholder of the Bank, to vote the stock of
the Bank owned by the Corporation in favor of the following persons to serve as
the Board of Directors of the Bank: Joseph J. Artall, Walter J. Champagne, Jr.,
J. C. Diesi, Salvador L. Diesi, Charles Jagneaux, Alvin Haynes, II, Sylvia
Sibille and Attaway Darbonne.  Each of these persons has served on the Board of
Directors of the Bank for the past year.


              SHAREHOLDERS OWNING 5% OR MORE OF OUTSTANDING SHARES

       The following table sets forth as of February 28, 1997, information
concerning the beneficial ownership of voting stock of American Bancorp, Inc.,
by persons who are known to the Corporation to be beneficial owners of 5% or
more of the Corporation's outstanding shares of voting common stock:

<TABLE>
<CAPTION>         
                                                                     PERCENTAGE 
                                           AMOUNT AND                 OF CLASS  
                  NAME AND ADDRESS OF    NATURE OF BENEFICIAL         OF SHARES
TITLE OF CLASS    BENEFICIAL OWNER           OWNERSHIP                 OWNED
--------------------------------------------------------------------------------
<S>               <C>                       <C>                        <C>
Common Stock      Salvador L. Diesi, Sr.     31,199 shares               26.0%
                  1355 Dietlein Blvd.        Direct and Indirect (1)
                  Opelousas, LA 70570
                  
Common stock      J.C. Diesi                 11,626 shares                9.7%
                  148 W. Smiley St.               Direct
                  Opelousas, LA 70570
</TABLE>          

(1)    Mr. Salvador L. Diesi, Sr. directly owns 5,282 shares or 4.40% of the
       outstanding shares of the Corporation.  In addition, he owns 9,917
       shares, which is equal to 8.3% of the outstanding shares of the
       Corporation, indirectly, through his associations with his business.
       Mr. Salvador L. Diesi, Sr. is also the trustee of the Diesi Family
       Trust.  The Trust owns 16,000 or 13.3% of the outstanding shares of the
       Corporation.  The Trust is for the benefit of the grandchildren of Frank
       (a former director of the Bank) and Marie Diesi.




                                     -4-
<PAGE>   5
                         BOARD MEETINGS AND COMMITTEES

       During 1996, the Board of Directors of the Corporation held a total of
four regular and special meetings.  All of the directors attended seventy-five
percent or more of the aggregate number of meetings of the Board of Directors
of the Corporation. During 1996, the Board of Directors of the Bank held a
total of thirteen regular and special meetings.  All of the directors of the
Bank, except Mr. Joe Artall, attended seventy-five percent or more of the
aggregate number of meetings of the Board of Directors of the Bank and
committees of the Board of Directors of the Bank on which they serve. Mr.
Artall attended eight of the thirteen meetings.

       The Board of Directors of the Corporation has no committees.

       The Board of Directors of the Bank has established the following
committees:

       The Loan Discount Committee reviews and approves all large loans.  This
committee met six (6) times in 1996 and is composed of Salvador L. Diesi, Sr.,
Chairman, J.C. Diesi, Charles Jagneaux, Alvin Haynes, II, Walter J. Champagne,
Jr. and Attaway Darbonne.

       The Audit Committee, composed of  Walter J. Champagne, Jr., Sylvia
Sibille and Joseph J. Artall, met one (1) time in 1996.  The duties of the
Audit Committee include, but are not limited to the following:

       1.     Review the Bond Portfolio, Time and Savings Deposits, Demand
              Deposits and Loan Portfolio.
   
       2.     Analyze the Statement of Condition and the Statement of Income
              and Expenses.

       3.     Review the audit report of the external auditors, F.D.I.C. and
              State Examiners Reports.

       4.     Review the Bank's insurance policies including the Blanket Bond
              and Liability Policy.

       5.     Report results of its review to the Board of Directors.





                                      -5-
<PAGE>   6
                               EXECUTIVE OFFICERS

       The Executive Officers of the Corporation are as follows:



<TABLE>
<CAPTION>

   NAME                            AGE          POSITION CURRENTLY HELD
--------------------------------------------------------------------------------
<S>                                <C>     <C>
Salvador L. Diesi, Sr.              66      Chairman of the Board of the
                                             Corporation and the Bank since 
                                             April 14, 1993 and President of 
                                             the Corporation and the Bank since
                                             April 13, 1983.

Ronald J. Lashute                   47      Secretary/Treasurer of the 
                                             Corporation and Executive 
                                             Vice-President and Chief Executive
                                             Officer of the Bank since March 
                                             1990; Director of the Corporation
                                             since December 1994.
</TABLE>

       Executive Officers are chosen by the Board of Directors to hold office
at the pleasure of the Board.  Mr. Salvador L. Diesi, Sr. has been an officer
of the Corporation and the Bank for more than five years.  Mr. Ronald Lashute
has been on the staff of the Corporation and, prior to its formation, the Bank
for 23 years.

       The family relationships among the executive officers of the Corporation
are indicated in the list of directors.  See "Election of Directors."



                      COMPENSATION AND OTHER TRANSACTIONS

DIRECTORS FEES

       Directors of the Corporation receive no compensation for their services.
In 1996, each director of the Bank received a board fee of $400 per month for
the months of January and February, and $500 per month for the months of March
through December.  In addition, each director of the Bank received a cash bonus
of $3,000 in 1996.  Directors serving on the Bank's Loan Discount Committee
received $50 per meeting attended in 1996.  The Bank's Audit Committee met once
in 1996 and received no compensation for that meeting.

COMPENSATION

       The following table sets forth all compensation paid, distributed or
accrued for the account of the persons listed below for the fiscal year ended
December 31, 1996 by the Bank to the Executive Officers of the Corporation and
the Bank.





                                      -6-
<PAGE>   7
                           SUMMARY COMPENSATION TABLE
                              ANNUAL COMPENSATION

<TABLE>
<CAPTION>
NAME AND                    SALARY AND
PRINCIPAL                    DIRECTOR       BONUS          OTHER ANNUAL           ALL OTHER
POSITION             YEAR    FEES($)       ($)(1)        COMPENSATION($)(2)     COMPENSATION($)
------------------------------------------------------------------------------------------------
<S>                 <C>     <C>            <C>    <C>          <C>            <C>
Salvador L. Diesi,   1996   33,922 (4)     3,100               -                  337 (3)
  Sr., Chairman of   1995   32,590 (4)     3,100               -                  276 (3)
  the Board and      1994   33,690 (4)     2,500               -                1,581 (3)
  President of the
  Corporation and
  the Bank

Ronald J. Lashute    1996   73,248 (5)     5,933                -               8,145 (8)
 Executive Vice-     1995   71,615 (6)     5,683                -               2,639 (9)
  President and      1994   69,286 (7)     4,962                -                 291 (3)
  Chief Executive
  Officer of the
  Bank and Secre-
  tary/Treasurer
  of the Corporation
</TABLE>


(1)    The Bank had a cash bonus plan in 1996, 1995, and 1994, whereby a bonus
       was declared by the Board of Directors.  The total amount of the Bonus
       paid to all eligible employees of the Bank was $49,471, $50,364 and
       $38,160, respectively, for those years.  In addition, cash bonuses of
       $3,000 in 1996 and 1995  and $2,500 in 1994 were paid to each director
       of the Bank.  Cash bonuses paid to the Executive Officers of the Bank
       are noted in the table above.

(2)    No amounts for perquisites and other personal benefits, such as company
       automobiles, which may accrue to the named executive officers and which,
       in the opinion of management, are job related and appropriate in
       connection with the conduct of the Corporation's and the Bank's affairs,
       are shown.  The aggregate amount of such compensation does not exceed
       10% of the total of annual salary or bonus reported for the named
       executive officer.

(3)    These figures represent term life insurance premiums paid by the Bank.

(4)    This amount includes $540 that was contributed by the Bank for the
       account of Mr. Diesi in accordance with the terms of a 401(k) Plan
       established by the Bank for the benefit of its employees in January 1993
       (the 401(k) Plan).

(5)    This amount includes $1,436 that was contributed by the Bank for the
       account of Mr. Lashute in accordance with the terms of the 401(k) Plan.

(6)    This amount includes $1,303 that was contributed by the Bank for the
       account of Mr. Lashute in accordance with the terms of the 401(k) Plan.

(7)    This amount includes $1,359 that was contributed by the Bank for the
       account of Mr. Lashute in accordance with the terms of the 401(k) Plan.





                                      -7-
<PAGE>   8
(8)    This amount includes $7,593 of deferred compensation accrued under a
       supplemental executive retirement plan established by the Bank on
       September 1, 1995.  This amount also includes $552 in term life
       insurance premiums paid by the Bank.

(9)    This amount includes $2,363 of deferred compensation accrued under a
       supplemental executive retirement plan and $276 in term life insurance
       premiums paid by the Bank.


SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

       Section 16(a) of the Securities Exchange Act of 1934 requires officers,
directors and beneficial owners of more than 10% of the outstanding shares of
the Corporation to file with the Securities and Exchange Commission (the SEC)
certain reports describing their stock ownership and changes in their stock
ownership.  They must also furnish the Corporation with copies of these forms.
Based solely on its review of the copies of such forms received by it and
written representations from certain reporting persons that they have complied
with the relevant filing requirements, the Corporation believes that filing
requirements under Section 16(a) were met on a timely basis.


LEGAL PROCEEDINGS

       No director, officer or affiliate of the Corporation, or owner of more
than five (5%) of the outstanding shares of the Corporation, is a party adverse
to the Corporation or its subsidiary in any currently pending legal proceeding,
nor does any such party have a material interest adverse to the Corporation or
the Bank in any currently pending legal proceeding.


OTHER TRANSACTIONS

       The Bank has had, and expects to have in the future, banking
transactions in the ordinary course of business with directors, officers and
principal stockholders of the Corporation and of the Bank and their associates,
affiliates or members of their immediate families.  The transactions have been
and will continue to be made on the same terms, including interest rates and
collateral on loans, as those prevailing at the same time for comparable
transactions with others and not involving more than the normal risk of
collectibility or presenting other unfavorable features.

       In addition, the Bank has had other transactions, as indicated below,
with certain directors of the Bank.  Such transactions were made in the
ordinary course of business and were on terms competitive with those existing
in the community at the time made.

       The Bank is obligated under a lease for the South Branch location with
Little Capitol of Louisiana, Inc., which corporation is owned by Salvador L.
Diesi, Sr. and a trust set up by Frank (a former director of the Bank) and
Marie Diesi for the benefit of their grandchildren.  For the year ended
December 31, 1996, the Bank paid Little Capitol of Louisiana, Inc. $18,000
under the terms of the lease.  The initial lease expired on May 31, 1992, but
was renewed through May 31, 1997.





                                      -8-
<PAGE>   9
       During 1996, the Bank had its vehicles repaired at Diesi Pontiac-
Cadillac-Buick, Inc. and paid an aggregate amount of $1,577 for such repairs.
Also in 1996, the Bank purchased a car for $28,076 from Diesi Pontiac-Cadillac-
Buick, Inc.  Mr. J.C. Diesi, a Director of the Corporation, is an owner of the
car dealership.


                RELATIONSHIP WITH INDEPENDENT PUBLIC ACCOUNTANTS

       Broussard, Poche', Lewis & Breaux has served as the Corporation's
independent Certified Public Accountants for the fiscal years ending December
31, 1986 to 1996.  At the 1997 Annual Shareholders Meeting, the following
resolution will be subject to ratification by a simple majority vote of shares
represented at the meeting:

       RESOLVED, That the selection of Broussard, Poche', Lewis & Breaux, as
       the independent Certified Public Accountants of American Bancorp, Inc.
       and its sole subsidiary, American Bank and Trust Company, for the fiscal
       year ending December 31, 1997, is hereby ratified.

       If ratification is not achieved, the selection of an independent
Certified Public Accountant will be reconsidered and made by the Board of
Directors.  Even if selection is ratified, the Board of Directors reserves the
right, and in its discretion, may direct the appointment of any other
independent Certified Public Accounting firm at any time if the Board decided
that such a change would be in the best interests of the Corporation and its
shareholders.

       A representative of Broussard, Poche', Lewis & Breaux is expected to
attend the Annual Shareholder's Meeting with the opportunity to make a
statement, if desired, and is expected to be available to respond to
shareholder's inquiries.


                  SHAREHOLDER PROPOSALS FOR 1998 ANNUAL MEETING

       Shareholders who desire to present a proposal for inclusion in the proxy
material relating to the 1998 annual meeting of shareholders of American
Bancorp, Inc. must forward such proposals to Ronald Lashute at the address
listed on the first page of this Proxy Statement in time to arrive at the
Corporation prior to November 26, 1997.





                                      -9-
<PAGE>   10
                                 OTHER MATTERS

QUORUM AND VOTING OF PROXIES

       The presence, in person or by proxy, of a majority of the outstanding
shares of common stock of the Corporation is necessary to constitute a quorum.
If a quorum is present, the vote of a majority of the shares present or
represented by proxy will decide all questions properly brought before the
meeting, except that directors will be elected by plurality vote. A
shareholder's abstention or refusal to vote on a particular matter will not
affect the presence of a quorum or reduce the voting power present. (In effect,
therefore, an abstention is counted as a vote against a matter.) A non-vote
(including broker non-votes) will have no affect on the items to be addressed
at the meeting.

       All proxies received in the form enclosed will be voted as specified,
and, in the absence of instruction to the contrary, will be voted FOR the
election of the nominees named above, and FOR the ratification of independent
Certified Public Accountants.

       The Corporation does not know of any matters to be presented at the
annual meeting other than those mentioned above.  However, if any other matters
properly come before the meeting or any adjournment thereof, it is the
intention of the persons named on the enclosed proxy to vote the shares
represented by them in accordance with their best judgment, unless authority to
do so is withheld.


ADDITIONAL CORPORATE INFORMATION

       ANY SHAREHOLDER MAY, BY WRITTEN REQUEST, OBTAIN WITHOUT CHARGE AN
ADDITIONAL COPY OF THE CORPORATION'S 1996 ANNUAL REPORT OR A COPY OF THE
CORPORATION'S  FORM 10-K AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.
REQUESTS SHOULD BE ADDRESSED TO RONALD LASHUTE, EXECUTIVE VICE-PRESIDENT AND
CHIEF EXECUTIVE OFFICER, AMERICAN BANK AND TRUST COMPANY, P. O. BOX 1579,
OPELOUSAS, LOUISIANA 70571-1579.





                                      -10-