DEFA14A

                               SCHEDULE 14A
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                         SCHEDULE 14A INFORMATION
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                         FIRST INTERSTATE BANCORP
                 -----------------------------------------
             (Name of Registrant as Specified in Its Charter)

                         FIRST INTERSTATE BANCORP
                 -----------------------------------------
 (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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EX-99

          Contact:  First Interstate Bancorp      Kekst and Company
                    Ken Preston (213) 614-3656    Josh Pekarsky
                    Shirley Hosoi (213) 614-3043  (212) 593-2655

          FOR IMMEDIATE RELEASE

                FIRST INTERSTATE HAILS FED DECISION FOR HEARINGS
                --"SIGNIFICANT COMMUNITY ISSUES MUST BE HEARD"--

          LOS ANGELES, JANUARY 4, 1996 -- First Interstate today
          applauded the Federal Reserve Board's decision to hold
          hearings to examine the effects on the communities it serves
          under the hostile Wells Fargo takeover proposal versus a
          friendly merger with First Bank System.

          William E.B. Siart, First Interstate Chairman and CEO, said: 
          "We are very pleased to see that the Fed, consistent with
          our serious concerns about the significant issues Wells'
          ill-conceived takeover attempt of First Interstate raises,
          has begun to investigate these issues thoroughly.  We are
          confident the evidence elicited at the hearings will confirm
          that our communities would suffer a devastating blow should
          Wells Fargo be allowed to acquire First Interstate and
          execute its radical strategy of massive branch closings,
          layoffs and its "take-it-or-leave-it" attitude of forcing
          consumers and businesses into electronic banking and other
          alternative delivery systems.

          "A Wells Fargo takeover would reduce banking competition in
          California dramatically.  This benefits no one but Wells
          Fargo.  It will negatively impact rates and services,
          greatly increase the risk profile of a major California
          bank, and in numerous other ways cause great harm to the
          millions of hard-working people throughout California and
          California businesses for whom local, full-service branches
          are their financial lifeline.  It is simply ludicrous of
          Wells Fargo to assume that our crucial small business and
          middle market customers could be adequately served by
          supermarket banking kiosks.

          "These significant community issues must be heard.  We
          welcome the opportunity to contrast the clear deleterious
          effects that a Wells Fargo takeover would have with the
          beneficial, pro-competitive effect of the First Bank System
          merger that we have chosen, which is a transaction
          predicated on growth and retaining First Interstate's 400-
          branch network in California.  The Wells Fargo takeover
          attempt is critical to the California community.  The
          public's comments are essential to the continuation of
          banking competition and services in California," Mr. Siart
          said.

                                 #      #      #

          The participants in this solicitation include First
          Interstate Bancorp ("First Interstate") and the following
          directors:  John E. Bryson, Edward M. Carson, Dr. Jewel
          Plummer Cobb, Ralph P. Davidson, Myron Du Bain, Don C.
          Frisbee, George M. Keller, Thomas L. Lee, Harold M. Messmer,
          Jr., Dr. William F. Miller, William S. Randall, Dr. Steven
          B. Sample, Forrest N. Shumway, William E. B. Siart, Richard
          J. Stegemeier and Daniel M. Tellep.  Employee participants
          include David S. Belles, Executive Vice President and
          Controller; William J. Bogaard, Executive Vice President and
          General Counsel; Theodore F. Craver, Jr., Executive Vice
          President and Treasurer; Daniel R. Eitingon, Executive Vice
          President, Technology Banking; Gary S. Gertz, Executive Vice
          President and General Auditor; Lillian R. Gorman, Executive
          Vice President, Human Resources; Robert E. Greene, Executive
          Vice President and Chief Credit Officer; Steven L. Scheid,
          Executive Vice President, Financial Planning and Analysis;
          Richard W. Tappey, Executive Vice President, Administration;
          David K. Wilson, Executive Vice President and Senior Credit
          Review Manager; James J. Curran, Chief Executive Officer,
          Northwest Region;  Linnet F. Deily, Chief Executive Officer,
          Texas Region; John S. Lewis, Chief Executive Officer,
          Southwest Region; Bruce G. Willison, Vice Chairman and Chief
          Executive Officer, California Region; Shirley Hosoi, Senior
          Vice President, Corporate Communications; Christine
          McCarthy, Executive Vice President, Investor Relations;
          Mariann Ohanesian, Vice President, Investor Relations;
          Kenneth W. Preston, Vice President, External Communications;
          and Shiromi D. Vethamani, Assistant Vice President, Investor
          Relations.  All such persons and those listed below, in the
          aggregate, are deemed to own beneficially less than 2%, and
          no participant individually owns more than 1%, of the
          outstanding shares of First Interstate's common stock. 
          First Bank System, Inc. ("FBS"), Eleven Acquisition Corp., a
          wholly owned subsidiary of FBS ("FBS Sub"), and First
          Interstate have entered into an Agreement and Plan of
          Merger, pursuant to which FBS Sub will merge with and into
          First Interstate with First Interstate being the surviving
          corporation (the "Merger").  At the effective time
          ("Effective Time") of the Merger, pursuant to the Merger
          Agreement, FBS will change its name to First Interstate
          Bancorp ("New First Interstate").  Mr. Siart, who is
          Chairman and Chief Executive Officer of First Interstate,
          will become President and Chief Operating Officer of New
          First Interstate.  In addition, although not specifically
          required by the Merger Agreement, it is anticipated that at
          New First Interstate, Mr. Willison will serve as Vice
          Chairman, Corporate Banking and Ms. Deily will serve as Vice
          Chairman, Retail Banking.  Under certain benefit plans,
          severance arrangements and other employment agreements
          maintained, or entered into, by First Interstate, certain
          benefits may become vested or accelerated in connection with
          the Merger with respect to Mr. Siart, other directors of
          First Interstate, Ms. Deily, Mr. Willison, and the other
          participants.  During the period commencing on the Effective
          Time and continuing for not less than six years thereafter,
          New First Interstate will, to the fullest extent permitted
          under applicable law, have certain indemnification
          obligations to the participants with respect to matters
          arising at or prior to the Effective Time in connection with
          the Merger.  First Interstate has absolute and sole
          discretion in designating 10 of the 20 directors of New
          First Interstate.  First Interstate has not yet determined
          which other individuals it will designate to serve as
          directors of New First Interstate.  For further description
          of the foregoing interests, see the Schedule 14D-9, dated
          and filed with the Securities and Exchange Commission on
          November 20, 1995, as thereafter amended, including the
          exhibits thereto.