8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



     Date of Report (Date of earliest event reported)    October 28, 1997



                            KEYSTONE FINANCIAL, INC.
- ------------------------------------------------------------------------------

       (Exact name of registrant as specified in its charter)


       Pennsylvania                0-11460                   23-2289209
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State or other jurisdiction   (Commission File Number) (IRS Employer ID No.)
 of incorporation)


     One Keystone Plaza, P.O.Box 3660, Harrisburg,  Pennsylvania 17105-3660
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        (Address of principal executive offices)                  (ZIP CODE)



Registrant's telephone number including area code:      (717) 233-1555




Item 5.     Other Events

            The following document is filed as an exhibit to this Form 8-K:

                  I.    Press Release of Keystone Financial, Inc.
                        dated October 28, 1997, announcing management changes.


                                   Signatures

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.



                                    Keystone Financial, Inc.
                                    ------------------------------
                                    (Registrant)



Date:     November 4, 1997          Donald F. Holt
          ----------------         -----------------------

                                    Senior Vice President &
                                    Controller



EXHIBIT INDEX

Exhibit No.       Description
- ----------        ---------------

  99.1            Press Release of Keystone Financial, Inc. dated
                  October 28, 1997.

EX-99.1

Contact:    Carl L.  Campbell                               October 28, 1997
            President and CEO
            (717)231-5707
 

            KEYSTONE FINANCIAL INC., ANNOUNCES MANAGEMENT CHANGES

HARRISBURG,  PA, OCTOBER 28 -- Keystone Financial, Inc.,  (NASDAQ,NM:KSTN),  the
fourth largest bank holding company  headquartered  in  Pennsylvania,  announced
today  that Mark L.  Pulaski,  (43),  has been  named  Vice  Chairman  and Chief
Operating Officer and was appointed to the company's board of directors. Pulaski
previously  served as Senior  Executive  Vice  President,  Chief  Administrative
Officer  and  Chief  Financial  Officer.  In his  new  posts,  Pulaski  will  be
responsible  for all  customer  sales and  support  and  related  administrative
segments of the Company.

Pulaski joined the company in 1983 as Vice President and Chief Financial Officer
of Northern Central Bank, one of Keystone's community banks.  He is a Certified
Public  Accountant and previously  practiced with the accounting  firms of Price
Waterhouse and Ernst & Young.  The company also announced that George H. Groves,
Senior  Executive Vice President and Chief Banking  Officer,  resigned to pursue
other  business  interests.  Carl L.  Campbell,  President  and Chief  Executive
Officer of Keystone stated.  "George Groves has made many valuable contributions
to the  company  in the  past 12  years,  and we  wish  him  well in his  future
endeavors."
 
Keystone  Financial,  Inc., with assets of approximately  $6.8 billion has seven
member banks -- American  Trust Bank,  N.A.,  Cumberland,  MD;  Financial  Trust
Company, Carlisle, PA; Keystone Bank, N.A., Horsham, PA; Keystone National Bank,
Lancaster, PA; Mid-State Bank, Altoona, PA; Northern Central Bank, Williamsport,
PA; and Pennsylvania  National Bank,  Pottsville,  PA; -- which together operate
nearly 200 offices in  Pennsylvania,  Maryland and West Virginia.  Keystone also
operates  Martindale  Andres & Co., West  Conshohocken,  PA, a company providing
investment management services,  Keystone Financial Mortgage Co., Lancaster, PA,
MMC&P, a retirement  benefit services firm,  Pittsburgh,  PA, Keystone Financial
Leasing  Corporation,  Exton, PA and Key Call Phone Banking Center,  Cumberland,
MD.

For  more  information,  visit  the  company's  web  site  on  the  Internet  at
www.keyfin.com
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