FOUR OAKS FINCORP INC
8-K, 1998-07-21
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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): June 24, 1998





                             FOUR OAKS FINCORP, INC.
             (Exact name of registrant as specified in its charter)


 North Carolina                    000-22787                    56-2028446
 (State or other             (Commission File No.)            I.R.S. Employer
  jurisdiction                                             Identification Number
of incorporation)


              6144 U. S. 301 South, Four Oaks, North Carolina 27524
                    (Address of principal executive offices)


                                 (919) 963-2177
              (Registrant's telephone number, including area code)


                                       N/A
          (Former name or former address, if changed since last report)


<PAGE>


ITEM 5.  OTHER EVENTS.


         Four Oaks  Fincorp,  Inc.  announced on June 24, 1998, a  three-for-two
         stock split of its common  stock,  par value  $1.00 per share  ("Common
         Stock"),  to be effected as a stock dividend (the "Stock Split").  Each
         shareholder  of record of Common Stock on July 6, 1998,  is entitled to
         receive one and one-half  (1 1/2) shares of Common Stock for each share
         of Common  Stock  held by such  shareholder  on the  record  date.  The
         payment date for the Stock Split is July 21, 1998.

         In accordance with Rule 416(b)  promulgated under the Securities Act of
         1933, as amended (the "Securities Act"), the number of shares of Common
         Stock  registered  for sale under the  Securities  Act by the following
         Registration  Statements  on  Forms  S-3 and S-8 will be  deemed  to be
         increased by the Stock Split to cover the additional  shares  resulting
         from the  application  of the Stock Split to the  registered  shares of
         Common Stock remaining unsold under the Registration  Statements listed
         below as of July 21, 1998:

           Registration Statement on Form S-3 (Reg. No.
           333-33527) filed with the Securities and Exchange
           Commission on August 13, 1997.

           Registration Statement on Form S-8 (Reg. No.
           333-30677) filed with the Securities and Exchange
           Commission on July 2, 1997


         The foregoing Registration Statements,  each of which incorporates this
         current report on Form 8-K, are hereby amended  pursuant to Rule 416(b)
         promulgated  under the  Securities Act to increase the number of shares
         of the Common Stock registered thereunder to reflect the effects of the
         Stock Split.



<PAGE>


                                   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.


                                  FOUR OAKS FINCORP, INC.


                                  By: /s/  NANCY S. WISE
                                     -----------------------------------
Dated: July 10, 1998                       Nancy S. Wise
                                           Senior Vice President,
                                           Chief Financial Officer


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