UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __)*
SOUTHERN SECURITY BANK CORPORATION
(Name of Issuer)
Class A Common Stock, par value $.01 per share
843803 10 7
(CUSIP Number)
Timothy S. Butler
3475 Sheridan Street, Hollywood, FL 33021
(954) 961-6883
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 10, 1997
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of ss. 240.13d- 1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box __.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss. 240.13d-7(b) for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filed out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
SCHEDULE 13D
CUSIP No. 843803 10 7 Page 2 of 5 Pages
1. Name of Reporting Person
SS or IRS Identification No. of above person
Timothy S. Butler
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
3. SEC USE ONLY
4. SOURCE OF FUNDS*
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
US
NUMBER OF SHARES 7. SOLE VOTING POWER
BENEFICIALLY OWNED 315,556
BY EACH REPORTING
PERSON WITH 8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
315,556
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
449,730
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.8%
14. TYPE OF REPORTING PERSON*
IN
<PAGE>
Item 1. Security and Issuer.
This statement relates to the class A common stock, par value
$.01 per share ("Shares"), of Southern Security Bank Corporation, a Delaware
corporation (the "Company"). The offices of the Company are located at 3475
Sheridan Street, Hollywood, Florida 33021.
Item 2. Identity and Background.
(a) This statement is filed by Timothy S. Butler.
(b) Mr. Butler's business address is 805 Hillsboro Blvd.,
Suite 208, Deerfield Beach, FL 33441.
(c) Mr. Butler's principal occupations are serving as
President of Butler Properties Ltd., a real estate holding corporation, and as
President of Sawgrass Realty, Inc., real estate brokers. Mr. Butler's business
office is located at 805 Hillsboro Blvd., Suite 208, Deerfield Beach, FL 33441.
(d) During the past five years, Mr. Butler has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the past five years, Mr. Butler has not been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction which, as a result of such proceeding, subjected him to any
judgment, decree, or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
(e) Mr. Butler is a U.S. citizen.
Item 3. Source and Amount of Funds or Other Consideration.
On November 10, 1997, a Florida corporation named "Southern
Security Bank Corporation" ("Former SSBC") was merged with and into the issuer,
which was then named "Southern Security Financial Corporation." Immediately
after the merger, the name of the issuer was changed to "Southern Security Bank
Corporation." Pursuant to the terms of the merger, outstanding shares of class A
common stock of Former SSBC were converted into shares of Class A common stock
of the issuer on a three for one basis, and in the aggregate the shareholders of
Former SSBC received class A common stock of the issuer equal to approximately
95% of the total outstanding as a result of the merger. As a shareholder of
Former SSBC, Mr. Butler received his Shares of the Company pursuant to the terms
of the merger in exchange for three times as many shares of class A common stock
of Former SSBC.
Item 4. Purpose of Transaction.
Mr. Butler acquired and holds the Shares for long-term
investment purposes. Nevertheless, Mr. Butler will continually evaluate the
business, financial condition, and prospects of the Company, market price of the
Shares, return on his investment, alternative investments, conditions in the
economy and his own need for liquidity in his investments with a view toward
determining whether to hold, decrease, or increase his investment in Shares.
From time to time, based upon such evaluation, Mr. Butler may sell some or all
of his Shares, or he may purchase additional Shares, at varying prices on the
open market, in privately negotiated transactions, through the exercise of
employee stock options, and/or in other transactions.
Mr. Butler has not made any plans or proposals which relate to
or would result in: (i) an extraordinary corporate transaction, such as a
merger, reorganization, or liquidation involving the Company or any of its
subsidiaries; (ii) a sale or transfer of a material amount of assets of the
Company; (iii) any change in the present Board of Directors or management of the
Company, including any plans or proposals to change the number of or term of
Directors or to fill any existing vacancies on the Board; (iv) any material
change in the Company's present capitalization or dividend policy; (v) any
material change in the Company's business or corporate structure; (vi) changes
in the Company's charter, by-laws, or instruments corresponding thereto or
actions which may impede the acquisition of control of the Company by any
person; (vii) causing a class of securities of the Company to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association
(although, it should be noted that the Shares are not presently listed with any
national securities exchange or quoted in any inter-dealer quotation system of a
registered national securities exchange); (viii) a class of equity securities of
the Company becoming eligible for termination of registration pursuant to
Section 12(g)(4) of the Securities Exchange Act of 1934; or (ix) any action
similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Butler owns beneficially, as determined under the
rules and regulations of the Securities and Exchange Commission, 449,730 Shares.
Such Shares include options to purchase 134,174 Shares that are exercisable
within 60 days, 250,000 Shares that are owned as sole trustee of a trust, and
65,556 Shares owned directly. As of July 2, 1998, the 449,730 Shares that he
beneficially owns constitute approximately 9.8% of the Shares outstanding.
(b) Mr. Butler has sole voting and investment power with
respect to the 250,000 Shares that he owns as trustee of a trust and with
respect to the 65,556 Shares that he owns directly.
(c) Mr. Butler has not effected any transactions in Shares
during the preceding 60 days.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
There are no contracts, arrangements, understandings,
agreements, or relationships (legal or otherwise) between Mr. Butler and any
person with respect to securities of the Company.
Item 7. Material filed as Exhibits.
None.
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
statement is true, complete, and correct.
Date: July 21, 1998 /S/TIMOTHY S. BUTLER
---------------------
Timothy S. Butler
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations.
