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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 24, 2000 (July 21, 2000)
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BANCORPSOUTH, INC.
(Exact Name of Registrant as Specified in Its Charter)
MISSISSIPPI 0-10826 64-0659571
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification Number)
ONE MISSISSIPPI PLAZA TUPELO,
MISSISSIPPI 38804
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(Address of Principal Executive (Zip Code)
Offices)
(662) 680-2000
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed from Last Report)
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ITEM 5. OTHER EVENTS
BancorpSouth, Inc. ("BancorpSouth") and First United Bancshares, Inc.
("First United") have entered into an Agreement and Plan of Merger, dated as of
April 16, 2000 (the "Merger Agreement"), pursuant to which First United is to
merge with and into BancorpSouth (the "Merger") upon the terms and subject to
the conditions set forth in the Merger Agreement. A copy of BancorpSouth's July
21, 2000 press release announcing that BancorpSouth has received approval from
the Federal Deposit Insurance Corporation with respect to the Merger is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
In addition, BancorpSouth and James V. Kelley, the Chairman of the
Board, President and Chief Executive Officer of First United, have amended the
Stock Bonus Agreement between such parties, which is effective upon completion
of the Merger, to clarify the geographic scope of Mr. Kelley's covenant not to
compete. A copy of this amendment is attached hereto as Exhibit 10.1 and is
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) The following exhibits are filed herewith:
<TABLE>
<CAPTION>
Exhibit Number Description
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<S> <C>
10.1 Amendment No. 1 dated as of July 24, 2000, to Stock Bonus
Agreement, dated as of April 16, 2000, between
BancorpSouth, Inc. and James V. Kelley.
99.1 Press Release issued on July 21, 2000 by BancorpSouth, Inc.
</TABLE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BANCORPSOUTH, INC.
By: /s/ L. NASH ALLEN, JR.
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L. Nash Allen, Jr.
Treasurer and Chief Financial Officer
Date: July 24, 2000
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Number Description
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<S> <C>
10.1 Amendment No. 1 dated as of July 24, 2000, to Stock Bonus
Agreement, dated as of April 16, 2000, between
BancorpSouth, Inc. and James V. Kelley.
99.1 Press Release issued on July 21, 2000 by BancorpSouth, Inc.
</TABLE>
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