<PAGE> 1
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
THE LIBERTY CORPORATION
(Exact Name of Registrant as specified in its Charter)
South Carolina 57-0507055
(State of other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2000 Wade Hampton Boulevard
Greenville, South Carolina 29615
(Address of Principal Executive Offices) (Zip Code)
THE PERFORMANCE INCENTIVE COMPENSATION PROGRAM
(Full Title of the Plan)
Martha G. Williams
Vice President, General Counsel and Secretary
The Liberty Corporation
2000 Wade Hampton Boulevard
Greenville, South Carolina 29615
(Name and Address of Agent for Service)
(864) 609-8300
(Telephone Number, including Area Code, of Agent for Service)
CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------
Proposed maximum Proposed maximum
Title of securities Amount to be offering price aggregate offering Amount of
to be registered registered (1) per share (2) price registration fee
- ----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Common Stock, no par value 700,000 shares $31.41 $21,987,000 $6,112
- ----------------------------------------------------------------------------------------------------------------
Rights to Purchase Series A 350,000 rights
Participating Cumulative Preferred
Stock, no par value (3)
- ----------------------------------------------------------------------------------------------------------------
</TABLE>
(1) Prior Registration Statements on Form S-8 have registered 4,300,000 shares
offered under this Plan and are deemed to cover the related 2,150,000 rights
through incorporation by reference of the Current Report on Form 10-K filed upon
adoption of the Rights Plan.
(2) The price is estimated in accordance with Rule 457(h) under the Securities
Act of 1933, solely for the purpose of calculating the registration fee, and
represents the average of the high and low sale prices of the Common Stock of
The Liberty Corporation on May 5, 2000 as reported in the New York Stock
Exchange Composite Transactions.
(3) Prior to the occurrence of certain events, purchase rights for shares of
Series A Participating Cumulative Preferred Stock will not be evidenced
separately from the Common Stock.
<PAGE> 2
The contents of the Registration Statement on Form S-8 Registration No.
333-30151 filed with the Securities and Exchange Commission on June 27, 1997 are
incorporated herein by reference.
Exhibits
5.1 Opinion of Martha G. Williams, General counsel of the Company, as to the
validity of the securities being registered, including consent to the filing of
her opinion.
23.1 Consent of Independent Auditors.
23.2 Consent of Martha G. Williams is included in Exhibit 5.1.
24.1 Power of Attorney of Edward E. Crutchfield.
24.2 Power of Attorney of John R. Farmer.
24.3 Power of Attorney of W. W. Johnson.
24.4 Power of Attorney of William O. McCoy.
24.5 Power of Attorney of John H. Mullin, III.
24.6 Power of Attorney of Benjamin F. Payton.
24.7 Power of Attorney of J. Thurston Roach.
24.8 Power of Attorney of Eugene E. Stone, IV.
24.9 Power of Attorney of William B. Timmerman.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Greenville, State of South Carolina, on May 25, 2000.
THE LIBERTY CORPORATION
By: /s/ Hayne Hipp
--------------------------
Hayne Hipp
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ Hayne Hipp President, Chief Executive May 25, 2000
- ------------------------------------- Officer and Director
Hayne Hipp
/s/ Kenneth W. Jones Corporate Controller May 25, 2000
- -------------------------------------
Kenneth W. Jones
/s/ Edward E. Crutchfield * Director May 25, 2000
- -------------------------------------
Edward E. Crutchfield
/s/ John R. Farmer * Director May 25, 2000
- -------------------------------------
John R. Farmer
/s/ W. W. Johnson * Director May 25, 2000
- -------------------------------------
W. W. Johnson
/s/ William O. McCoy * Director May 25, 2000
- -------------------------------------
William O. McCoy
</TABLE>
<PAGE> 4
<TABLE>
<S> <C> <C>
/s/ John H. Mullin, III * Director May 25, 2000
- -------------------------------------
John H. Mullin, III
/s/ Benjamin F. Payton * Director May 25, 2000
- -------------------------------------
Benjamin F. Payton
/s/ J. Thurston Roach * Director May 25, 2000
- -------------------------------------
J. Thurston Roach
/s/ Eugene E. Stone, IV * Director May 25, 2000
- -------------------------------------
Eugene E. Stone, IV
/s/ William B. Timmerman * Director May 25, 2000
- -------------------------------------
William B. Timmerman
</TABLE>
* By Martha G. Williams as attorney-in-fact
/s/ Martha G. Williams
- -------------------------------------
Martha G. Williams as attorney-in fact
For the individuals as indicated
<PAGE> 5
INDEX TO EXHIBITS
Exhibit
Number Exhibit
- ------- -------
5.1 Opinion of Martha G. Williams, General Counsel of the Company, as to
the validity of the securities being registered, including consent to
the filing of her opinion.
23.1 Consent of Independent Auditors.
23.2 Consent of Martha G. Williams is included in Exhibit 5.1.
24.1 Power of Attorney of Edward E. Crutchfield.
24.2 Power of Attorney of John R. Farmer.
24.3 Power of Attorney of W. W. Johnson.
24.4 Power of Attorney of William O. McCoy.
24.5 Power of Attorney of John H. Mullin, III.
24.6 Power of Attorney of Benjamin F. Payton.
24.7 Power of Attorney of J. Thurston Roach.
24.8 Power of Attorney of Eugene E. Stone, IV.
24.9 Power of Attorney of William B. Timmerman.
<PAGE> 1
Exhibit 5.1
May 24 , 2000
The Liberty Corporation
2000 Wade Hampton Boulevard
Greenville, S. C. 29615
Re: The Liberty Corporation Registration Statement on form S-8
The Performance Incentive Compensation Program
(As Amended and Restated on February 1,2000)
Ladies and Gentlemen:
I am General Counsel for The Liberty Corporation ("Liberty") and have acted on
behalf of Liberty in connection with its Registration Statement on Form S-8 to
register under the Securities Act of 1933, as amended, 700,000 shares of Common
Stock, no par value, (the "Shares"), and 350,000 attached rights to Purchase
Series A Participating Cumulative Preferred Stock (the "Right") of Liberty
issuable pursuant to The Performance Incentive Compensation Program (as amended
and restated on February 1, 2000)(the "Program") and pursuant to awards granted
thereunder. The Program authorizes the issuance of a total of 5,000,000 Shares
(including 2,500,000 attached Rights), of which 700,000 shares and 350,000
Rights are being registered at this time.
I have examined and am familiar with originals or copies, certified or other
wise identified to my satisfaction, of such documents, corporate records and
other instruments as I have deemed necessary or appropriate in connection with
rendering this opinion.
Based on the foregoing, I am of the opinion that the Shares and the attached
Rights, when issued and delivered in accordance with the terms of the Program
and awards granted under the Program will be legally issued, fully paid and
non-assessable.
I consent to the filing of this opinion as an exhibit to the above mentioned
Registration Statement on Form S-8 and to the reference to me under Item 5
"Interests of Named Experts and Counsel" in the Registration Statement.
Yours very truly,
/s/ Martha G. Williams
Martha G. Williams
Vice President, General Counsel
and Secretary
<PAGE> 1
Exhibit 23.1
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 333-30151) pertaining to The Performance Incentive Compensation Program
of The Liberty Corporation of our report dated February 1, 2000 with respect to
the consolidated financial statements and schedules of The Liberty Corporation
and subsidiaries included and incorporated by reference in its Annual Report
(Form 10-K) for the year ended December 31, 1999 filed with the Securities and
Exchange Commission.
/s/ Ernst & Young LLP
Greenville, South Carolina
May 22, 2000
<PAGE> 1
Exhibit 24.1
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, Edward E. Crutchfield, Director
of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams
and Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for me and in my
name, place and stead, in any and all capacities, to sign a Registration
Statement on Form S-8 and any amendments thereto (including any post-effective
amendments) for The Performance Incentive Compensation Program, As Amended and
Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to
file the same with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission under the Securities Act
of 1933, with respect to the registration in mid-2000 of shares of The Liberty
Corporation common stock and related Rights to Purchase Series A Participating
Cumulative Preferred Stock, which securities are to be offered to officers,
other key employees and directors of The Liberty Corporation and its
subsidiaries in accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 10th day of May, 2000.
/s/ Edward E. Crutchfield (Seal)
--------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Nancy Ann Skidmore(Seal)
- ----------------------
Notary Public for Charlotte, North Carolina
My Commission Expires: May 31, 2004
<PAGE> 1
Exhibit 24.2
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, John R. Farmer, Director of The
Liberty Corporation, do hereby constitute and appoint Martha G. Williams and
Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution, for me and in my name, place
and stead, in any and all capacities, to sign a Registration Statement on Form
S-8 and any amendments thereto (including any post-effective amendments) for The
Performance Incentive Compensation Program, As Amended and Restated on February
1, 2000 (the "Program") of The Liberty Corporation and to file the same with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, with
respect to the registration in mid-2000 of shares of The Liberty Corporation
common stock and related Rights to Purchase Series A Participating Cumulative
Preferred Stock, which securities are to be offered to officers, other key
employees and directors of The Liberty Corporation and its subsidiaries in
accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 22nd day of May, 2000.
/s/ John R. Farmer (Seal)
------------------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Marjorie K. Williams (Seal)
- ---------------------------
Notary Public for South Carolina
My Commission Expires: 7/06/2004
<PAGE> 1
Exhibit 24.3
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, W. W. Johnson, Director of The
Liberty Corporation, do hereby constitute and appoint Martha G. Williams and
Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution, for me and in my name, place
and stead, in any and all capacities, to sign a Registration Statement on Form
S-8 and any amendments thereto (including any post-effective amendments) for The
Performance Incentive Compensation Program, As Amended and Restated on February
1, 2000 (the "Program") of The Liberty Corporation and to file the same with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, with
respect to the registration in mid-2000 of shares of The Liberty Corporation
common stock and related Rights to Purchase Series A Participating Cumulative
Preferred Stock, which securities are to be offered to officers, other key
employees and directors of The Liberty Corporation and its subsidiaries in
accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 18th day of May, 2000.
/s/ W. W. Johnson (Seal)
---------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Marjorie K. Williams (Seal)
- ---------------------------
Notary Public for South Carolina
My Commission Expires: 7/06/2004
<PAGE> 1
Exhibit 24.4
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, William O. McCoy, Director of
The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and
Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution, for me and in my name, place
and stead, in any and all capacities, to sign a Registration Statement on Form
S-8 and any amendments thereto (including any post-effective amendments) for The
Performance Incentive Compensation Program, As Amended and Restated on February
1, 2000 (the "Program") of The Liberty Corporation and to file the same with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, with
respect to the registration in mid-2000 of shares of The Liberty Corporation
common stock and related Rights to Purchase Series A Participating Cumulative
Preferred Stock, which securities are to be offered to officers, other key
employees and directors of The Liberty Corporation and its subsidiaries in
accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 11th day of May, 2000.
/s/ W. O. McCoy (Seal)
------------------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Barbara J. Leonard(Seal)
- ----------------------
Notary Public for Durham, North Carolina
My Commission Expires: July 8, 2002
<PAGE> 1
Exhibit 24.5
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, John H. Mullin, III, Director of
The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and
Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution, for me and in my name, place
and stead, in any and all capacities, to sign a Registration Statement on Form
S-8 and any amendments thereto (including any post-effective amendments) for The
Performance Incentive Compensation Program, As Amended and Restated on February
1, 2000 (the "Program") of The Liberty Corporation and to file the same with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, with
respect to the registration in mid-2000 of shares of The Liberty Corporation
common stock and related Rights to Purchase Series A Participating Cumulative
Preferred Stock, which securities are to be offered to officers, other key
employees and directors of The Liberty Corporation and its subsidiaries in
accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 11th day of May, 2000.
/s/ John H. Mullin, III (Seal)
------------------------------------
Director, The Liberty Corporation
A South Carolina Corporation
Marjorie K. Williams(Seal)
- --------------------
Notary Public for State of South Carolina
My Commission Expires: 7/06/2004
<PAGE> 1
Exhibit 24.6
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, Benjamin F. Payton, Director of
The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and
Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution, for me and in my name, place
and stead, in any and all capacities, to sign a Registration Statement on Form
S-8 and any amendments thereto (including any post-effective amendments) for The
Performance Incentive Compensation Program, As Amended and Restated on February
1, 2000 (the "Program") of The Liberty Corporation and to file the same with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, with
respect to the registration in mid-2000 of shares of The Liberty Corporation
common stock and related Rights to Purchase Series A Participating Cumulative
Preferred Stock, which securities are to be offered to officers, other key
employees and directors of The Liberty Corporation and its subsidiaries in
accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 10th day of May, 2000.
/s/ Benjamin F. Payton (Seal)
------------------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Marjorie K. Williams(Seal)
- ------------------------
Notary Public for State of South Carolina
My Commission Expires: 7/6/2004
<PAGE> 1
Exhibit 24.7
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, J. Thurston Roach, Director of
The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and
Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution, for me and in my name, place
and stead, in any and all capacities, to sign a Registration Statement on Form
S-8 and any amendments thereto (including any post-effective amendments) for The
Performance Incentive Compensation Program, As Amended and Restated on February
1, 2000 (the "Program") of The Liberty Corporation and to file the same with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, with
respect to the registration in mid-2000 of shares of The Liberty Corporation
common stock and related Rights to Purchase Series A Participating Cumulative
Preferred Stock, which securities are to be offered to officers, other key
employees and directors of The Liberty Corporation and its subsidiaries in
accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 10th day of May, 2000.
/s/ J. Thurston Roach (Seal)
------------------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Marjorie K. Williams(Seal)
- ------------------------
Notary Public for State of South Carolina
My Commission Expires: 7/06/2004
<PAGE> 1
Exhibit 24.8
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, Eugene E. Stone, IV, Director of
The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and
Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution, for me and in my name, place
and stead, in any and all capacities, to sign a Registration Statement on Form
S-8 and any amendments thereto (including any post-effective amendments) for The
Performance Incentive Compensation Program, As Amended and Restated on February
1, 2000 (the "Program") of The Liberty Corporation and to file the same with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, with
respect to the registration in mid-2000 of shares of The Liberty Corporation
common stock and related Rights to Purchase Series A Participating Cumulative
Preferred Stock, which securities are to be offered to officers, other key
employees and directors of The Liberty Corporation and its subsidiaries in
accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 10th day of May, 2000.
/s/ Eugene E. Stone, IV (Seal)
------------------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Jerome V. Martin(Seal)
- --------------------
Notary Public for South Carolina
My Commission Expires: October 13, 2007
<PAGE> 1
Exhibit 24.9
SPECIAL POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that I, William B. Timmerman, Director
of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams
and Susan E. Cyr and each of them, my true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for me and in my
name, place and stead, in any and all capacities, to sign a Registration
Statement on Form S-8 and any amendments thereto (including any post-effective
amendments) for The Performance Incentive Compensation Program, As Amended and
Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to
file the same with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission under the Securities Act
of 1933, with respect to the registration in mid-2000 of shares of The Liberty
Corporation common stock and related Rights to Purchase Series A Participating
Cumulative Preferred Stock, which securities are to be offered to officers,
other key employees and directors of The Liberty Corporation and its
subsidiaries in accordance with and pursuant to the Program, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, or
their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall not be affected by my physical disability
or mental incompetence which renders me incapable of managing my own estate
except as provided by applicable statute.
IN WITNESS WHEREOF, I have hereunto set my hand and
seal this 10th day of May, 2000.
/s/ William B. Timmerman (Seal)
------------------------------------
Director, The Liberty Corporation
A South Carolina Corporation
/s/ Nancy B. Anderson(Seal)
- ---------------------
Notary Public for South Carolina
My Commission Expires: June 28, 2009
