<PAGE>
CUSIP No. 743674-10-3 13-G Page 1 of 9 pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 16 )*
-------------
PROTECTIVE LIFE CORPORATION
---------------------------
(Name of Issuer)
Common Stock
------------
(Title of Class of Securities)
743674-10-3
-----------
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A
fee is not required only if the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled 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 the disclosures provided in a prior cover page.
The information required in 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>
CUSIP NO. 743674-10-3 13G Page 2 of 9 pages
---------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S.IDENTIFICATION NO. OF ABOVE PERSON
AmSouth Bancorporation
No. 63-0591257
---------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
---------------------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
---------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF -0-
SHARES -----------------------------------------------------------
6 SHARED VOTING POWER
BENEFICIALLY
1,732,679
OWNED BY
-----------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON -----------------------------------------------------------
8 SHARED DISPOSITIVE POWER
WITH
1,392,471
---------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,737,695
---------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
---------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.67%
---------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
HC
---------------------------------------------------------------------------
<PAGE>
CUSIP NO. 743674-100-3 13G Page 3 of 9 pages
---------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AmSouth Bank of Alabama*
No. 63-0073530
---------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
---------------------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Alabama
---------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF -0-
SHARES -----------------------------------------------------------
6 SHARED VOTING POWER
BENEFICIALLY
1,732,679
OWNED BY
-----------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON -----------------------------------------------------------
8 SHARED DISPOSITIVE POWER
WITH
1,392,471
---------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,737,695
---------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
---------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.67%
---------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
BK
---------------------------------------------------------------------------
*Successor by conversion to AmSouth Bank N.A.
<PAGE>
CUSIP No. 743674-10-3 13G Page 4 of 9 pages
AMENDMENT NO. 16
TO
STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
AMSOUTH BANCORPORATION
AND
AMSOUTH BANK OF ALABAMA
Report for the Calendar Year Ended December 31, 1994
Item 1(a) Name of Issuer:
---------
Protective Life Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
---------
2801 Highway 280 South
Birmingham, Alabama 35223
Item 2(a) Name of Persons Filing:
---------
AmSouth Bancorporation
AmSouth Bank of Alabama
Item 2(b) Address of Principal Business Office:
---------
AmSouth Bancorporation
1400 AmSouth/Sonat Tower
Birmingham, Alabama 35203
AmSouth Bank of Alabama
AmSouth/Sonat Tower
Birmingham, Alabama 35203
Item 2(c) Citizenship:
---------
AmSouth Bancorporation is a Delaware corporation. AmSouth
Bank of Alabama is a bank organized under the laws of the
State of Alabama.
Item 2(d) Title of Class of Securities:
---------
Common stock
Item 2(e) CUSIP Number: 743674-10-3
---------
Item 3. If this Statement is filed pursuant to Rules 13d-1(b) or
------- 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section
15 of the Act
(b) [ X] Bank as defined in Section 3(a)(6) of the
Act
<PAGE>
CUSIP No. 743674-10-3 13G Page 5 of 9 pages
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act
(d) [ ] Investment Company registered under Section
8 of the Investment Company Act
(e) [ ] Investment Adviser registered under Section
203 of the Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see Section 240.13d-
1(b)(1)(ii)(F)
(g) [ X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(1)(ii)(G)
(h) [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(H)
Item 4. Ownership
-------
(a) Amount Beneficially Owned:
1,737,695
(b) Percent of Class:
12.67%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
-0-
(ii) shared power to vote or direct the vote:
1,732,679
(iii) sole power to dispose of or to direct the
disposition of:
-0-
(iv) shared power to dispose of or to direct the
disposition of:
1,392,471
Pursuant to Rule 13d-4, it is hereby declared that the
filing of this Statement shall not be construed as an admission that
AmSouth Bancorporation or AmSouth Bank of Alabama is, for the purpose of
Sections 13(d) or 13(g) of the Securities Exchange Act of 1934, the
beneficial owner of any securities covered by this Statement.
<PAGE>
CUSIP No. 743674-10-3 13G Page 6 of 9 pages
Item 5. Ownership of Five Percent or Less of a Class
-------
Not applicable
Item 6. Ownership of More than Five Percent on Behalf of Another
------- Person
All of the shares covered by this Statement are held by
trusts and estates of which AmSouth Bancorporation's subsidiary, AmSouth
Bank of Alabama, is a fiduciary. No single one of these trusts and estates
holds as much as five percent of the class. Generally, under the terms of
the instrument establishing each such trust or estate, dividends on and
proceeds from the sale of securities held by the trust or estate are paid
to it, with distribution of any such amounts to beneficiaries thereof being
made from the trust or estate pursuant to the terms of the governing
instrument.
Item 7 Identification and Classification of the Subsidiary Which
------ Acquired the Security Being Reported on by the Parent
Holding Company
See Exhibit 1.
Item 8 Identification and Classification of Members of the Group
------
Not applicable.
Item 9 Notice of Dissolution of the Group
------
Not applicable.
Item 10 Certification
-------
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were acquired in the
ordinary course of business, and were not acquired for the purpose of, and
do not have the effect of, changing or influencing the control of the
issuer of such securities, and were not acquired in connection with or as a
participant in any transaction having such purposes or effect.
Signatures:
----------
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this Statement is
true, complete and correct.
February 13, 1995
-----------------
Date
AMSOUTH BANCORPORATION
By: /s/ Carl L. Gorday
-----------------------------
Signature
Carl L. Gorday, Assistant Secretary
-----------------------------------
Name/Title
<PAGE>
CUSIP No. 743674-10-3 13G Page 7 of 9 pages
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this Statement is true,
complete and correct.
February 13, 1995
-----------------
Date
AMSOUTH BANK OF ALABAMA
By: /s/ Carl L. Gorday
----------------------------
Signature
Carl L. Gorday, Vice President
------------------------------
Name/Title
<PAGE>
CUSIP No. 743674-10-3 13-G Page 8 of 9 pages
EXHIBIT 1
TO
AMENDMENT NO. 16
TO
STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
AMSOUTH BANCORPORATION
AND
AMSOUTH BANK OF ALABAMA
Report for the Calendar Year Ended December 31, 1994
The securities covered by this Statement are held in a fiduciary
capacity by the following subsidiary of AmSouth Bancorporation, which is a
bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934,
and classified in Item 3(b) of Schedule 13G:
AmSouth Bank of Alabama
<PAGE>
CUSIP No. 743674-10-3 13G Page 9 of 9 pages
EXHIBIT 2
TO
AMENDMENT NO. 16
TO
STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
AMSOUTH BANCORPORATION
AND
AMSOUTH BANK OF ALABAMA
Report for the Calendar Year Ended December 31, 1994
The undersigned, AmSouth Bancorporation and AmSouth Bank of
Alabama, hereby agree that the foregoing Statement on Schedule 13G is filed on
behalf of each of them.
AMSOUTH BANCORPORATION
By: /s/ Carl L. Gorday
---------------------------------
Carl L. Gorday, Assistant Secretary
AMSOUTH BANK OF ALABAMA
By: /s/ Carl L. Gorday
--------------------------------
Carl L. Gorday, Vice President