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MARINE'S CLEAVE RETIRING, BURNETT ASSUMING COMMAND

James H. Cleave, who has served as Marine Midland Bank's president and chief executive officer since 1992, will retire in December, part of a massive management shake-up announced Sunday by Marine parent, HSBC Holdings plc.

The man Cleave replaced in Buffalo, John R.H. Bond, on Sunday was named group chairman for all of HSBC's worldwide financial empire, effective May 31, 1998.

Cleave, 55, who also serves as chief executive of Marine's immediate parent, HSBC Americas Inc., will be replaced in all positions by Malcolm Burnett, 50, currently the bank's chief operating officer.

Cleave joined the HongKong Bank of Canada in 1981 and became Marine's top executive in 1992. He will become non-executive chairman of HongKong Bank of Canada and a non-executive director of both HSBC Americas and Marine Midland Bank.

He reportedly had asked to retire.

Burnett became Marine's chief banking officer in 1992 following a successful stint as chief operating officer for the Singapore unit of HSBC Holdings' predecessor, HongKong & Shanghai Banking Corp.

Robert B. Engel, 43, will become Marine's new chief banking officer, while Robert H. Muth, 45, will become chief administrative officer of the bank.

The announcement that Bond would become HSBC chairman, taking over upon the retirement of 65-year-old Sir William Purves next May, was no surprise. Considered a rising star in the HSBC financial empire, Bond's name was mentioned by analysts as Purves' successor as far back as 1989.

It was Bond who came to Marine Midland Bank in 1991 with direct orders from HSBC top management to right the London-based firm's American entity -- and fast. The parent was tired of pumping millions of dollars into Marine just to maintain its capital head above water.

Bond soon went to work selling off hundreds of millions of dollars of bad loans, exiting a slew of businesses where Marine was overextended or just plain out of its league, and relocating the institution's management team back to the Queen City.

Marine in effect, went from delusions of becoming the next Chase Manhattan or Citicorp, to determining it should be a regional banking entity -- a plan which proved very profitable and which Cleave followed throughout his tenure.

Prior to assuming command of all of HSBC next May, Bond will succeed Purves as chairman of Midland Bank plc on Jan. 1, 1998, and as chairman of the British Bank of the Middle East on March 1.

Succeeding Bond as HSBC chief executive-designate on April 1 will be another executive with Buffalo ties. Keith R. Whitson, 54, became Marine's executive director, in effect second in command, in early 1990. He left 2 1/2 years later and currently is Midland Bank's chief executive.

HSBC also announced management changes at its Hongkong Bank of Canada, Hang Seng Bank, Hongkong Bank and BritishBank and HSBC Investment Bank.

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