TRUSTMARK CORP
SC 13G/A, 1999-02-12
NATIONAL COMMERCIAL BANKS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  SCHEDULE 13G
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                              (AMENDMENT NO. 1998)

                              TRUSTMARK CORPORATION
                                (Name of Issuer)

                                  COMMON STOCK
                         (Title of Class of Securities)

                                    898402102
                                 (CUSIP Number)

*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).

This Amendment to Schedule 13G is for the calendar year ended December 31, 1998.

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CUSIP NO.  898402102                        13G

1        NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

         Trustmark National Bank, as trustee
         64-0180810

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                  (a)
                  (b)

3        SEC USE ONLY

4        CITIZENSHIP OR PLACE OF ORGANIZATION

         Organized under the laws of the United States

         NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
         PERSON WITH:

5        SOLE VOTING POWER
         2,426,992

6        SHARED VOTING POWER
         703,504

7        SOLE DISPOSITIVE POWER
         5,259,561

8        SHARED DISPOSITIVE POWER
         431,718



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9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON

         6,251,928

10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
         CERTAIN SHARES*

11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

         8.62%

12       TYPE OF REPORTING PERSON*                            BK

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

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                                  SCHEDULE 13G

Item 1  (a) Name of Issuer:

            Trustmark Corporation

Item 1  (b) Address of Issuer's Principal Executive Offices:

            248 East Capitol Street
            Jackson, Mississippi 39201

Item 2  (a) Name of Person Filing:

            Trustmark National Bank, as trustee

Item 2  (b) Address of Principal Business office:

            248 East Capitol Street
            Jackson, Mississippi 39201

Item 2  (c) Citizenship:

            Organized under the laws of the United States

Item 2  (d) Title of Class of Securities:

            Common stock

Item 2  (e) CUSIP Number:

            898402102

Item 3  If this statement is filed pursuant to Rules  13d-l(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
        (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 Sec. 240.13d-l(b)(1)(ii)(F).
        (g) [ ]  Parent  Holding  Company,  in accordance with 
                 Sec. 240.13d-l(b)(ii)(G) (Note: See Item 7).
        (h) [ ]  Group, in accordance with Sec. 240.13d-l(b)(1)(ii)(H).
<PAGE>

Item 4  Ownership:

        (a) Amount Beneficially Owned: 6,251,928
        (b) Percent of Class: 8.62%
        (c) See  items  5-8 on the cover  page for  information  regarding
            voting and dispositive power of the above listed shares.

Item 5  Ownership of Five Percent or Less of a class:

        N/A

Item 6  Ownership of More Than Five Percent on Behalf of Another Person:

     The shares referred to in this Schedule 13G are held by Trustmark  National
Bank as trustee of various trust accounts. Trustmark National Bank does not have
the right to receive the dividends from these shares or to receive proceeds from
the sale of these shares. Trustmark National Bank is not aware of any individual
trust or  beneficiary or related group of trusts or  beneficiaries  who own more
than 5% of this stock.

Item 7  Identification  and  Classification of the Subsidiary which Acquired the
        Security Being Reported On By the Parent Holding Company:

        N/A

Item 8  Identification and Classification of Members of the Group:

        N/A

Item 9  Notice of Dissolution of Group:

        N/A


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.

Signature:

     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.

     Date: February 11, 1999

     Signature:   /s/ Zach Wasson

     Name and Title:  Zach Wasson
                      Senior Vice President
                      and Chief Investment Officer



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