Registration Statement No. 33-62557
Filed Pursuant to Rule 424(b)(3)
PIEDMONT BANKGROUP INCORPORATED
Supplement dated October 12, 1995
To Prospectus dated September 12, 1995
Of the $8,043,000 aggregate principal amount of the Debentures
outstanding on September 6, 1995, $7,899,000 principal amount were
converted into 434,011 shares of Common Stock (98.21% of the shares
offered), and the remaining 7,912 shares (1.79% of the shares offered) are
to be purchased by the Standby Purchaser as set forth in the Prospectus.
The Standby Purchaser has advised the Company that the 7,912 shares
are initially being offered to the public at a price of $25.75 per share.
See "Cover Page" and "Standby and Other Arrangements" in the Prospectus.