Exhibit #10.1

                               Agreement to Merge
                                     between
                             Wheeling National Bank
                                       and
                             Columbus National Bank
                              under the charter of
                             Wheeling National Bank
                               under the title of
                             Wheeling National Bank



This agreement made between Wheeling National Bank  (hereinafter  referred to as
"Wheeling"),  a  banking  association  organized  under  the laws of the  United
States,  being  located  at 135 West Main  Street,  St.  Clairsville,  county of
Belmont,  in the state of Ohio,  with a capital  of  $15,669,632,  divided  into
247,855 shares of common stock, each of $10.00, surplus of $10.05, and undivided
profits,  including  capital reserves,  of $10,700,682,  as of June 30, 1995 and
Columbus  National  Bank  (hereinafter  referred  to as  "Columbus"),  a banking
association  organized under the laws of the United States, being located at 850
Wheeling  Avenue,  Cambridge,  county of Guernsey,  in the state of Ohio, with a
capital of  $9,661,238,  divided  into 40,000  shares of common  stock,  each of
$30.00, surplus of $78.75, and undivided profits, including capital reserves, of
$5,311,238,  as of June 30, 1995,  each acting  pursuant to a resolution  of its
board of directors, adopted by the vote of a majority of its directors, pursuant
to the authority  given by and in accordance  with the  provisions of the Act of
November 7, 1918, as amended (12 U.S.C. 215(a)), witnessed as follows:

Section 1.
Columbus shall be merged into Wheeling under the charter of the latter.


Section 2.
The  name  of  the  receiving  association   (hereinafter  referred  to  as  the
"association") shall be Wheeling National Bank.


Section 3.
The business of the association shall be that of a national banking association.
This  business  shall be conducted by the  association  at its main office which
shall be located at 135 West Main  Street,  St.  Clairsville,  Ohio,  and at its
legally established branches.




<PAGE>




Section 4.
The amount of capital stock of the association shall be $2,478,550, divided into
247,855  shares of common stock,  each of $10.00 par value,  and at the time the
merger  shall  become  effective,  the  association  shall  have  a  surplus  of
$6,840,400,  and  undivided  profits,  including  capital  reserves,  which when
combined  with the  capital and surplus  will be equal to the  combined  capital
structures  of the merging  banks as stated in the  preamble of this  agreement,
adjusted  however,  for normal earnings and expenses  between June 30, 1995, and
the effective time of the merger.


Section 5.
All assets as they exist at the  effective  time of the merger shall pass to and
vest  in  the  association  without  any  conveyance  or  other  transfer.   The
association  shall be responsible  for all of the  liabilities of every kind and
description,  including  liabilities  arising  from  the  operation  of a  trust
department,  of each of the merging banks  existing as of the effective  time of
the merger.

Section 6.
The  capital  stock of both  Wheeling  and  Columbus  is 100%  held by  American
Bancorporation.  The outstanding 40,000 shares of Columbus common stock shall be
surrendered and cancelled. The capital stock of the Association shall consist of
the presently  outstanding  247,855 shares of common stock of Wheeling,  each of
$10 par value and the holders of it shall retain their present rights.

Section 7.
The present board of directors of Wheeling and Columbus  shall continue to serve
as the board of directors of the  association  until the next annual  meeting or
until such time as their successors have been elected and have qualified.

Section 8.
Effective as of the time this merger shall become  effective as specified in the
merger approval to be issued by the Comptroller of the Currency, the articles of
association of Wheeling National Bank shall survive the merger.

Section 9.
This agreement may be terminated by the mutual consent of the board of directors
any time preceding the closing of the merger.

Section 10.
This agreement  shall be ratified and confirmed by the unanimous  consent of the
board of  directors of American  Bancorporation,  sole  shareholder  and holding
company of both Wheeling and Columbus,  and the merger shall become effective at
the time specified in a merger  approval to be issued by the  Comptroller of the
Currency of the United States.



<PAGE>



WITNESS,  the  signatures of said merging banks this 30th day of October , 1995,
each set by its president or a vice president and attested to by its secretary ,
pursuant to a resolution of its board of directors, acting by a majority.

Attest:                                          Wheeling National Bank

                                             By    /s/ Paul W. Donahie
                                                       President

/s/ Brenda L. Snyder
            Secretary


(Seal of Bank)



Attest:                                          Columbus National Bank

                                             By      /s/ John E. Wait
                                                          President

/s/ Tina M. Steffl
              Secretary


(Seal of Bank)


STATE OF         West Virginia        )
                                      )ss:
COUNTY OF           Ohio              )

On this 30th day of October , 1995,  before  me, a notary  public for this state
and county, personally came Paul W. Donahie , as president, and Brenda L. Snyder
, as  secretary,  of  Wheeling  National  Bank , and  each in  his/her  capacity
acknowledged  this  instrument to be the act and deed of the association and the
seal affixed to it to be its seal.

WITNESS my official seal and signature this day and year.

                               /s/ James P. Bucon
(Seal of Notary)                          Notary Public, Ohio County.
                                          My commission expires  Oct. 26, 2004









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STATE OF       Ohio           )
                              )ss:
COUNTY OF       Franklin      )

On   this 30th day of October , 1995,  before me, a notary public for this state
     and county, personally came John E. Wait , as president, and Tina M. Steffl
     , as secretary,  of Columbus  National Bank , and each in his/her  capacity
     acknowledged  this instrument to be the act and deed of the association and
     the seal affixed to it to be its seal.

WITNESS my official seal and signature this day and year.

                                          /s/   Mary Ann Frederick
(Seal of Notary)                          Notary Public,Franklin County.
                                          My commission expires   June 13, 1999