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                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C.  20549

                                 FORM 10-KSB/A
                               AMENDMENT NO. 1
(Mark One)

[ X ]  Annual report under Section 13 or 15(d) of the Securities Exchange Act
       of 1934 (Fee required)

                  For the fiscal year ended December 31, 1995

[   ]  Transition report under Section 13 or 15 (d) of the Securities Exchange
       Act of 1934 (No fee required)

       For the transition period from __________ to __________.


                       COMMISSION FILE NUMBER 0-13668
                       CORPUS CHRISTI BANCSHARES, INC.
                       -------------------------------
               (Name of Small Business Issuer in Its Charter)


                    Texas                                     74-2351663
--------------------------------------------------------------------------------
       (State or Other Jurisdiction of                    (I.R.S. Employer
       Incorporation or Organization)                     Identification No.)


             2402 Leopard Street
            Corpus Christi, Texas                                78408
--------------------------------------------------------------------------------
            (Address of Principal                             (Zip Code)
              Executive Offices)


Issuer's Telephone Number, Including Area Code:  (512) 887-3000


Securities registered under Section 12(b) of the Exchange Act:  X
                                                                -

                                                  Name of Each Exchange
        Title of Each Class                        on Which Registered
        -------------------                       ---------------------

        COMMON STOCK, $5 PAR VALUE                      AMERICAN


Securities registered under Section 12(g) of the Exchange Act:  None


         Check whether the issuer:  (1) filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.     Yes
[ X ]     No [   ]





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      Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B is not contained in this form, and no disclosure
will be contained, to the best of the registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-KSB/A or any amendment to this Form 10-KSB/A.  [     ]

      The Company had total revenue for fiscal year ended 1995 of $16,244,555.

      The number of shares of Common Stock of the registrant outstanding as
of December 12, 1996, was 1,600,200.

      Transitional Small Business Disclosure Format (check one): Yes    No  X
                                                                    ---    ---




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                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549



                     AMENDMENT TO APPLICATION OR REPORT
              FILED PURSUANT TO SECTION 12, 13, OR 15(D) OF THE
                       SECURITIES EXCHANGE ACT OF 1934



                       CORPUS CHRISTI BANCSHARES, INC.

                                FORM 10-KSB/A
                               AMENDMENT NO. 1



         The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual Report on Form
10-KSB for the fiscal year ended December 31, 1995 as set forth in the pages
attached hereto:


Item 13.    Exhibits, Lists and Reports on Form 8-K

         (a)    Exhibits: See Index to Exhibits, Page 5.

         The following paragraph should be added to the section entitled
"Provision for Loan Losses" as the last paragraphs on page 10 of Exhibit 13 to
the report on Form 10-KSB for Corpus Christi Bancshares, Inc. for the fiscal
year ended December 31, 1995:

         "The Company adopted the provisions of Statement of Financial
         Accounting Standards ("SFAS") No. 114, "Accounting by Creditors for
         Impairment of a Loan," as amended by SFAS No. 118, "Accounting by
         Creditors for Impairment of a Loan -- Income Recognition and
         Disclosure," on January 1, 1995. Management considers installment loans
         to be a large group of smaller-balance homogenous loans that are
         evaluated collectively for impairment, and are thereby excluded from
         this statement. To determine when a loan is impaired, management
         considers current information and events regarding the borrowers'
         ability to repay their obligations, such as whether the loan is on
         nonaccrual status, the adequacy of the underlying collateral, prior
         payment patterns, the assigned risk rating, and whether a repayment
         program has been established. Loans with risk ratings of "doubtful" or
         "loss" are considered impaired. Management considers a loan to be
         impaired when it is probable that the Company will be unable to collect
         all amounts due according to the contractual terms of the loan
         agreement. A delay or shortfall in the amount of payment is considered
         insignificant by management if the Company expects to collect all
         amounts due including interest accrued at the contractual interest rate
         for the period of delay. Such a delay in payment would not, by itself,
         cause the loan to be impaired.

         When a loan is considered to be impaired, the amount of the impairment
         is measured based on the present value of expected future cash flows
         discounted at the loan's effective interest rate, or the fair value of
         the collateral if the loan is collateral dependent. At December 31,
         1995, impaired loans measured based on the present value of expected
         future cash flows discounted at the loan's effective interest rate
         totaled $634 thousand, and impaired loans measured based on the fair
         value of the collateral totaled $1.4 million. Impairment losses are
         charged against the allowance for loan losses. An impaired loan may
         still be accruing interest if, for example, the payments are not 90
         days past due yet there is a collateral shortfall. On the other hand,
         not all nonaccrual loans are considered impaired because management may
         expect to collect all amounts due according to the contractual terms of
         the loan agreement including interest accrued at the contractual 
         interest rate for the period of delay. Cash receipts on nonaccrual
         impaired loans are applied to reduce the principal amount of such
         loans until the principal has been recovered and are recognized as
         interest income thereafter.  Prior periods have not been restated
         for the adoption of these statements. The effect of adopting SFAS 114
         and 118 does not have a significant impact on the Company's results of
         operations or credit risk classifications presented herein and
         therefore does not have a significant effect on the comparability of
         such amounts."

         The first paragraph on page 11 of Exhibit 13 to the report on Form
10-KSB for Corpus Christi Bancshares, Inc. for the fiscal year ended December
31, 1995, is replaced in its entirety with the following paragraph:

         "Net recoveries in 1995 were $894 thousand (or .89% of average loans),
         compared to net recoveries of $497 thousand (or .59% of average loans)
         in 1994 and net recoveries of $68 thousand (or .10% of average loans)
         in 1993. The





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         following is a summary of transactions in the allowance for loan losses
         account for the past five years:"

         The first paragraph on page 13 of Exhibit 13 to the report on Form
10-KSB for Corpus Christi Bancshares, Inc. for the fiscal year ended December
31, 1995, which beings "[n]on accrual loans at," is replaced in its entirety 
with the following paragraph:

         "Nonaccrual loans at year-end 1995 were $1.2 million, up $873 thousand,
         compared to $313 thousand at year-end 1994. Nonaccrual loans at
         year-end 1993 were $799 thousand. The increase in nonaccrual loans
         during 1995 was primarily the results of two loan relationships
         collateralized with real estate. Accrual of interest is discontinued on
         a loan when management believes, after considering economic and
         business conditions and collection efforts, that the borrower's
         financial condition is such that the collection of interest is doubtful
         whether or not the loan is 90 days or more past due. All loans 90 days
         or more past due are classified as nonaccrual unless the loan is
         considered to be well-secured and in the process of collection. At that
         time, any uncollected interest receivable that was accrued during the
         current period is reversed and any uncollected interest accrued in
         prior periods is charged off. Interest income that would have been
         recorded during 1995 on these loans had such loans performed in
         accordance with their original term was $80 thousand, compared to $35
         thousand and $48 thousand in 1994 and 1993, respectively."

         The last paragraph on page 20 of Exhibit 13 to the report on Form
10-KSB for Corpus Christi Bancshares, Inc. for the fiscal year ended December
31, 1995, is replaced in its entirety with the following paragraph:

         "Other sources of funding for the Company include federal funds
         purchased and short-term borrowings. The Company had average short-term
         borrowings in 1995 of $3.4 million with an average interest rate of
         4.9%. The maximum outstanding at the end of any month during 1995 was
         $7.2 million. During 1994 and 1993, the Company had average short-term
         borrowings of $10 thousand and $1 thousand with an average interest
         rate of 4.4% and 6.6%. The Company had no short-term borrowings
         outstanding at the end of any month during 1994 and 1993."

         The first paragraph under the section entitled "Other Matters" on page
25 of Exhibit 13 to the report on Form 10-KSB for Corpus Christi Bancshares,
Inc. for the fiscal year ended December 31, 1995, is deleted in its entirety.

         The fourth paragraph in the section entitled "Loans and Allowance for
Loan Losses" on page 34 of Exhibit 13 to the report on Form 10-KSB for Corpus
Christi Bancshares, Inc. for the fiscal year ended December 31, 1995, is
replaced in its entirety with the following paragraph:

         "Accrual of interest is discontinued on a loan when management
         believes, after considering economic and business conditions and
         collection efforts, that the borrower's financial condition is such
         that the collection of interest is doubtful




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         whether or not the loan is 90 days or more past due. All loans 90 
         days or more past due are classified as nonaccrual unless the loan is
         well-secured and in the process of collection. At that time, any
         uncollected interest receivable that was accrued during the current
         period is reversed and any uncollected interest accrued in prior
         periods is charged off. Interest income on nonaccrual loans is
         recognized on the cash basis."

         The fifth paragraph in the section entitled "Loans and Allowance for
Loan Losses" on page 34 of Exhibit 13 to the report on Form 10-KSB for Corpus
Christi Bancshares, Inc. for the fiscal year ended December 31, 1995, is
replaced in its entirety with the following paragraph:

         "The Company adopted the provisions of SFAS No. 114, "Accounting by 
         Creditors for Impairment of a Loan," as amended by SFAS No. 118, 
         "Accounting by Creditors for Impairment of a Loan -- Income
         Recognition and Disclosure," on January 1, 1995. Management,
         considering current information and events regarding the borrowers'
         ability to repay their obligations, considers a loan to be impaired
         when it is probable that the Company will be unable to collect all
         amounts due according to the contractual terms of the loan agreement.
         Large groups of smaller-balance homogenous loans that are evaluated
         collectively for impairment are excluded from this statement. When a
         loan is considered to be impaired, the amount of the impairment is
         measured based on the present value of expected future cash flows
         discounted at the loan's effective interest rate. Impairment losses
         are charged against the allowance for loan losses. Cash receipts on
         nonaccrual impaired loans are applied to reduce the principal amount
         of such loans until the principal has been recovered and are
         recognized as interest income thereafter. Prior periods have not been
         restated."

         The Interest Rate Sensitivity analysis on page 24 of Exhibit 13 to the
report on Form 10-KSB for Corpus Christi Bancshares, Inc. for the fiscal year
ended December 31, 1995, is replaced in its entirety with Exhibit 13 attached
hereto.

         (b)    Reports on Form 8-K.

         On November 15, 1995, the Company filed a report on Form 8-K in
connection with the acquisition of The First National Bank of Taft, Texas on
October 31, 1995.
                




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Item 13.  Exhibits, Lists and Reports on Form 8-K

         (a)     Exhibits:  See Index to Exhibits, Page 5.

         The Interest Rate Sensitivity analysis on page 24 of Exhibit 13 to the
report on Form 10-KSB for Corpus Christi Banchares, Inc. for the fiscal year
ended December 31, 1995, is replaced in its entirety with Exhibit 13 attached
hereto.

         (b)     Reports on Form 8-K.

         On November 15, 1995, the Company filed a report on Form 8-K in
connection with the acquisition of The First National Bank of Taft, Texas on
October 31, 1995.





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                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Corpus Christi Bancshares, Inc. has duly caused this
Report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                       CORPUS CHRISTI BANCSHARES, INC.
                                       (Registrant)

                                       By:


                                       /s/ John T. Wright, III                 
                                       ----------------------------------------
                                       John T. Wright, III,
                                       Chairman of the Board

Date:    December 19, 1996




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                       CORPUS CHRISTI BANCSHARES, INC.
                              INDEX TO EXHIBITS



3.1     *Articles of Incorporation of the Company, as amended (incorporated 
        herein by reference to Exhibit 3.1 of the Company's Form 10-KSB for
        the fiscal year ended December 31, 1995.  Filed with the Securities
        and Exchange Commission on March 20, 1996.)
        
3.2     *Bylaws of the Company, as amended (incorporated herein by reference
        to Exhibit 3.2 of the Company's Form 10-KSB for the fiscal year 
        ended December 31, 1994.  Filed with the Securities and Exchange
        Commission on March 30, 1995.)  

4.1     *Form of Certificate for Company's Common Stock, $5.00 par value
        (incorporated herein by reference to Exhibit 4.a of the Company's
        Form 10-K for the fiscal year ended December 31, 1993.  Filed with 
        the Securities and Exchange Commission on March 24, 1994.) 

10.1    *Lease Agreement dated July 24, 1985, between Medical Plaza Associates
        and Citizens State Bank of Corpus Christi (incorporated herein by
        reference to Exhibit 10 of the Company's Form 10-K for the fiscal
        year ended December 31, 1993.  Filed with the Securities and Exchange   
        Commission on March 24, 1994.)  

10.2    *Lease Agreement dated December 1, 1992 between Vestland Partnership
        and Citizens State Bank of Corpus Christi (incorporated herein by
        reference to Exhibit 10 to the Company's Form 10-K for the fiscal
        year ended December 31, 1992.  Filed with the Securities and Exchange   
        Commission on March 29, 1993.)   

10.3    *Lease Agreement dated June 24, 1994, between Jerry J. Moore
        Investments and Citizens State Bank of Corpus Christi (incorporated
        herein by reference to Exhibit 10.3 to the Company's Form 10-KSB for
        the fiscal year ended December 31, 1994.  Filed with the Securities
        and Exchange Commission on March 30, 1995.)    

10.4    *Corpus Christi Bancshares, Inc. Nonqualified Stock Option Plan and 
        Stock Option Agreement under the Corpus Christi Bancshares, Inc. 
        Nonqualified Stock Option Plan (incorporated herein by reference to
        Exhibit 10 to the Company's Amended Form 10-K for the fiscal year
        ended December 31, 1993.  Filed with the Securities and 
        Exchange Commission on April 25, 1994.)     

10.5    *Form of Severance Agreement between Citizens State Bank of Corpus 
        Christi and certain executive officers (incorporated herein by
        reference to Exhibit 10.5 of the Company's Form 10-KSB for the fiscal
        year ended December 31, 1995.  Filed with the Securities and Exchange
        Commission on March 20, 1996.)
        
13.     *Company's 1995 Annual Report to Shareholders (Page 24 of Exhibit
        13, as amended is attached hereto.  Except as amended hereby, the 
        remainder of Exhibit 13 is incorporated herein by reference to
        Exhibit 13 of the Company's Form 10-KSB for the fiscal year ended
        December 31, 1995.  Filed with the Securities and Exchange Commission
        on March 20, 1996.)
        



                                    
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21.     *Subsidiaries of the Company (incorporated herein by reference to
        Exhibit 21 of the Company's Form 10-KSB for the fiscal year ended
        December 31, 1995.  Filed with the Securities and Exchange Commission
        on March 20, 1996.)
        
27.     *Financial Data Schedule (incorporated herein by reference to Exhibit
        27 of the Company's Form 10-KSB for the fiscal year ended December 31,
        1995.  Filed with the Securities and Exchange Commission on March 20,
        1996.)
        

*       Previously filed.  Deemed filed only with respect to those portions
        thereof expressly incorporated herein by reference.