SEACOAST BANKING CORP OF FLORIDA
SC 13D, 1999-03-10
STATE COMMERCIAL BANKS
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13D
                                 (RULE 13D-101)


            INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
       TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)


                    Seacoast Banking Corporation of Florida
- -------------------------------------------------------------------------------
                                (Name of Issuer)

                     Class A Common Stock, $0.10 par value
- -------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   81170710-8
- -------------------------------------------------------------------------------
                                 (CUSIP Number)

        Mary T. Hudson, 192 SE Harbor Point Drive, Stuart, Florida 34996
                            Telephone: 561-288-6085
- -------------------------------------------------------------------------------
                 (Name, Address and Telephone Number of Person
               Authorized to Receive Notices and Communications)

                               February 24, 1999
- -------------------------------------------------------------------------------
            (Date of Event Which Requires Filing of This Statement)

         If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].

         Note:    Schedules filed in paper format shall include an original and
five copies of the schedule, including all exhibits. See Rule 13d-1(b) for
other parties to whom copies are to be sent.

                         (Continued on following pages)

                              (Page 1 of 6 Pages)

- ------------------------

         The information required on 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 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).



                                      -1-
<PAGE>   2


CUSIP No. 81170710-8                  13D                Page 2 of 6 Pages

<TABLE>

<S>       <C>                                                           <C>
- -------------------------------------------------------------------------------
1         NAMES OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

                   Mary T. Hudson

- -------------------------------------------------------------------------------
2         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*             (a) [ ]
                                                                        (b) [X]

- -------------------------------------------------------------------------------
3         SEC USE ONLY


- -------------------------------------------------------------------------------
4         SOURCE OF FUNDS*

                   Not applicable
- -------------------------------------------------------------------------------
5         CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)                                              [ ]

- -------------------------------------------------------------------------------
6         CITIZENSHIP OR PLACE OF ORGANIZATION

                   United States
- -------------------------------------------------------------------------------
</TABLE>
<TABLE>
     <S>                  <C>    <C>   
                          7      SOLE VOTING POWER

       NUMBER OF                           29,985(1)
        SHARES            -----------------------------------------------------
     BENEFICIALLY         8      SHARED VOTING POWER
       OWNED BY                 
         EACH                              286,946(1)
       REPORTING          -----------------------------------------------------
        PERSON            9      SOLE DISPOSITIVE POWER
         WITH
                                           29,985(1)
                          -----------------------------------------------------
                          10     SHARED DISPOSITIVE POWER

                                           286,946(1)
</TABLE>
<TABLE>
<S>       <C>                                                               <C>
- -------------------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                   316,931(1) (See Item 5 below)
- -------------------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*
                                                                            [ ]

- -------------------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

                   6.4%(1)
- -------------------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

                   IN
- -------------------------------------------------------------------------------
</TABLE>
                     *SEE INSTRUCTIONS BEFORE FILLING OUT!
- ---------------
(1)      The number of shares disclosed in items 7-11 and the percentage in 
item 13, include shares of Class A Common Stock and shares of Class B Common
Stock because the shares of Class B Common Stock are convertible into shares of
Class A Common Stock at any time upon request of the holder.


<PAGE>   3

CUSIP No. 81170710-8                  13D                Page 3 of 6 Pages


Item 1.  Security and Issuer.

         This statement relates to shares of the Class A Common Stock, par
value $0.10 per share (the "Class A Common Stock"), of Seacoast Banking
Corporation of Florida, a Florida corporation, (the "Company"). The Company's
principal executive offices are located at 815 Colorado Avenue, P.O. Box 9012,
Stuart, Florida 34955-9012.


Item 2.  Identity and Background.

         Mrs. Mary T. Hudson, currently resides at 192 SE Harbor Point Drive,
Stuart, Florida 34996. Mrs. Hudson is retired. She is the wife of Mr. Dale M.
Hudson, the Chairman and a director of the Company and of its subsidiary, First
National Bank and Trust Company of the Treasure Coast (the "Bank"). Mrs. Hudson
is a citizen of the United States.

         During the last five years, Mrs. Hudson has neither been convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors),
nor has she been a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, Federal or State securities laws or finding
any violation with respect to such laws.


Item 3.  Source and Amount of Funds or Other Consideration.

         Not applicable.

Item 4.  Purpose of Transaction.

         On February 24, 1999, Mrs. Hudson's husband, Dale M. Hudson,
transferred, by way of gift, 105,000 shares of Class A Common Stock and 7,500
shares of Class B Common Stock, par value $0.10 per share ("Class B Common
Stock"), to Mrs. Hudson. Mrs. Hudson immediately contributed such shares to
Monroe Partners, Ltd., a Florida limited partnership that is a family
partnership (the "Partnership"), in exchange for 500 partnership units of which
10 units represent Mrs. Hudson's General Partnership interest and 490 units
represent her Limited Partnership interest in the Partnership. The value of
Mrs. Hudson's partnership units is currently being appraised.. The Partnership
was formed to maintain continuity of control of the Company by Mr. and Mrs.
Hudson's family. For further information regarding the Partnership see Item 5
below.

         The shares of Class B Common Stock have 10 votes per share and are
convertible into shares of Class A Common Stock at any time at the request of
the holder.

         The Partnership may acquire additional shares of Class A and/or Class
B Common Stock from time to time.



                                      -3-
<PAGE>   4


CUSIP No. 81170710-8                  13D                Page 4 of 6 Pages


Item 5.  Interest in Securities of the Company.

         Under the Commission's rules and regulations, Mrs. Hudson, as of the
date of this filing, may be deemed to be the beneficial owner of a total of
440,804 shares of the Class A Common Stock, representing approximately 9.6% of
the issued and outstanding shares of the Class A Common Stock. With respect to
26,025 shares of Class A Common Stock, Mrs. Hudson has sole voting and
dispositive powers. The Partnership holds 210,000 shares of Class A Common
Stock and Mrs. Hudson shares voting and dispositive powers with the other
General Partner, her husband, Dale M. Hudson. Mrs. Hudson disclaims beneficial
interest in all shares held by the Partnership except to the extent of her
partnership interests. Mrs. Hudson also holds 41,297 shares of Class A Common
Stock jointly with her husband and shares voting and dispositive powers over
such shares. Mrs. Hudson's husband holds 87,695 of shares of Class A Common
Stock in his own name, her daughter, Jane Eaker, holds 24,155 shares of Class A
Common Stock in her own name, her daughter, Stephanie Forsberg, holds 24,500
shares of Class A Common Stock in her own name and her son, Dale Jr., holds
27,132 shares of Class A Common Stock in his own name. Mrs. Hudson disclaims
beneficial ownership of the shares held in her husband's sole name and the
shares held by each of her children, over which she has no voting or
dispositive powers. Mrs. Hudson's children are adults, and none of them live in
the same house with Mr. and Mrs. Hudson.

         Under the Commission's rules and regulations, Mrs. Hudson, as of the
date of this filing, may be deemed to be the beneficial owner of a total of
154,151 shares of the Class B Common Stock, representing approximately 41.1% of
the issued and outstanding shares of the Class B Common Stock. With respect to
3,960 of such shares, Mrs. Hudson has sole voting and dispositive powers. The
Partnership holds 15,000 shares of Class B Common Stock and Mrs. Hudson shares
voting and dispositive powers with the other General Partner, her husband, Dale
M. Hudson. Mrs. Hudson disclaims beneficial interest in all shares held by the
Partnership except to the extent of her partnership interests. Mrs. Hudson
holds 20,649 shares of Class B Common Stock jointly with her husband and shares
voting and dispositive powers over such shares. Mrs. Hudson's husband holds
104,999 shares of Class B Common Stock in his own name, her daughter, Jane
Eaker, holds 2,793 shares of Class B Common Stock in her own name, her
daughter, Stephanie Forsberg, holds 2,790 shares of Class B Common Stock in her
own name and her son, Dale Jr., holds 3,960 shares of Class B Common Stock in
his own name. Mrs. Hudson disclaims beneficial ownership of the shares held in
her husband's sole name and the shares held by each of her children, over which
she has no voting or dispositive powers. Mrs. Hudson's children are adults, and
none of them live in the same house with Mr. and Mrs. Hudson.

         As a General and Limited Partner of the Partnership, Mrs. Hudson
shares voting and investment powers with her husband who is the other General
Partner. The General Partners together have exclusive control of the
Partnership, subject to the approval of two-thirds of the Limited Partners, in
certain circumstances. Mr. Hudson is the only other Limited Partner at this
time. As a result of being a General Partner, Mrs. Hudson is deemed to be the
beneficial owner of all of the shares held by the Partnership,



                                      -4-
<PAGE>   5

CUSIP No. 81170710-8                  13D                Page 5 of 6 Pages


although, as stated above, she disclaims beneficial ownership in all shares
held by the Partnership except to the extent of her partnership interests.

         Other than the transfers described in item 4 above, Mrs. Hudson has
not engaged in any transactions relating to the Class A or Class B Common Stock
during the 60 day period preceding the date of filing of this statement.

Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect
         to Securities of the Issuer.

         Except as described herein, Mrs. Hudson has no contract, arrangement,
understanding or relationship with any other person with respect to shares of
Class A or Class B Common Stock, including, but not limited to, transfer or
voting of any of the securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, divisions of profits or
loss, or the giving or withholding of proxies.

         Mrs. Hudson and her husband contemplate that they will transfer their
Limited Partnership interests in the Partnership from time to time to trusts
for the benefit of their family members, thereby transferring indirect,
beneficial interests in the shares of the Company held by the Partnership.

Item 7.  Material to be Filed as Exhibits.

         None.



                                      -5-
<PAGE>   6


CUSIP No. 81170710-8                  13D                Page 6 of 6 Pages


                                   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.


                                    March 9, 1999                            
                                    -------------------------------------------
                                                      Date


                                    /s/ Mary T. Hudson                         
                                    -------------------------------------------
                                                    Signature


                                    Mary T. Hudson    
                                    -------------------------------------------
                                    Name/Title





         Attention: International misstatements or omissions of fact constitute
federal criminal violations (see 18 U.S.C. 1001)



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