UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Books-A-Million, Inc.
(Amendment No. 1)*.
Common
09857010
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
give 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).
CUSIP NO. 09857010 13G
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SunTrust Banks, Inc. as Parent Holding Company for SunTrust Banks of
Georgia, Inc. and Trusco Capital Management, Inc.; SunTrust Banks of
Tennessee, Inc. and in various fiduciary capacities.
58-1575035
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) _______
(B) _______
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Georgia
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NUMBER OF 5. SOLE VOTING POWER
SHARES 229,407
--------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 368,000
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EACH 7. SOLE DISPOSITIVE POWER
REPORTING 428,548
--------------------------------------------------
PERSON 8. SHARED DISPOSITIVE POWER
WITH 507,840
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
938,388
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.38%
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12. TYPE OF REPORTING PERSON*
HC, BK and IA
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Item 1(a) Name of Issuer:
- --------- --------------
Books-A-Million, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
- --------- -----------------------------------------------
402 Industrial Lane
Birmingham, Alabama 35211
Item 2(a) Name of Person Filing:
- --------- ---------------------
SunTrust Banks, Inc. as Parent Holding Company for SunTrust
Banks of Georgia, Inc.; Trusco Capital Management,Inc.;
SunTrust Banks of Tennessee, Inc. and in various fiduciary
capacities.
Item 2(b) Address of Principal Business Office(s):
- --------- ---------------------------------------
303 Peachtree Street, Suite 1500
Atlanta, Georgia 30308
Item 2(c) Citizenship:
- --------- -----------
SunTrust Banks, Inc. is a Georgia corporation; SunTrust Banks
of Georgia, Inc. is a Georgia corporation; Trusco Capital
Management, Inc. is a registered investment adviser and a
Georgia corporation; SunTrust Banks of Tennessee, Inc. is a
Tennessee corporation.
Item 2(d) Title of Class of Securities:
- --------- ----------------------------
Common
Item 2(e) CUSIP Number:
- --------- ------------
09857010
Item 3 Type of Person:
- ------ --------------
(b) Bank as defined in section 3(a)(6) of the Act.
(e) Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940.
(g) Parent holding company, in accordance with para. 240,13d-
1(1)(ii)(H).
Item 4 Ownership:
- ------ ---------
Amount Beneficially Owned. 938,388
(b) Percent of Class: 5.38%
(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 229,407
(ii) Shared power to vote or to direct the vote: 368,000
(iii) Sole power to dispose or to direct the disposition of:
428,548
(iv) Shared power to dispose or the direct the disposition
of: 507,840
Item 5 Ownership of Five Percent or Less of Class:
- ------ ------------------------------------------
Not applicable
Item 6 Ownership of More than 5 Percent of Behalf of Another Person:
- ------ ------------------------------------------------------------
See Exhibit B
Item 7 Identification and Classification of the Subsidiary Which
- ------ Acquired the Security Being Reported on By the Parent Holding
Company:
------------------------------------------------------------
See Item 2 and Exhibit C
Item 8 Identification and Classification of Members of the Group:
- ------ ---------------------------------------------------------
Not Applicable
Item 9 Notice of Dissolution of 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 of such securities and
were not acquired in connection with or as a participant in any
transaction having such purpose 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.
Dated: February 1, 1998
SunTrust Banks, Inc.
By /s/ Cynthia S. Walker
-------------------------
Cynthia S. Walker, Assistant Vice President
STI Trust & Investment Operations, Inc. as agent for
SunTrust Banks, Inc.
EXHIBIT A
The shares reported are held by one or more subsidiaries of SunTrust
Banks, Inc. in various fiduciary and agency capacities. SunTrust Banks,
Inc. and such subsidiaries disclaim by beneficial interest in any of the
shares reported, and the filing of this statement shall not be construed as
an admission to the contrary.
Certain of the shares included in shared voting authority are held in
agency accounts, and co-fiduciary accounts in nominee registration. These
are voted by the banks under revocable authority or trust accounts and
therefore, are reported as shared voting authority.
EXHIBIT B
Various co-trustees share the power to direct subsidiaries of income
including dividends and the proceeds from sale of securities. Additionally,
various beneficiaries have the right to receive dividends.
EXHIBIT C
Sole Shared Sole Shared
Voting Voting Power to Power to
Name of Person Filing Power Power Dispose Dispose
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SunTrust Banks of Georgia, Inc.
as Parent Holding Company for:
- ------------------------------
SunTrust Bank, Atlanta 54,528 -0- 395,509 -0-
and in Various Fiduciary
Capacities
25 Park Place, N.E.
Atlanta, Georgia 30303
SunTrust Banks, Inc. as
Parent Company for:
- -----------------------
Trusco Capital Management, 33,039 -0- 33,039 -0-
Inc. and in Various
Fiduciary Capacities
50 Hurt Plaza, Suite 1400
Atlanta, Georgia 30303
SunTrust Banks of Tennessee, Inc.
as Parent Holding Company for:
- ---------------------------------
SunTrust Bank, Alabama, N.A. 139,840 368,000 -0- 507,840
and in Various Fiduciary Capacities
201 South Court Street
Florence, Alabama 35631
SunTrust Bank, Chattanooga, N.A. 2,000 -0- -0- -0-
and in Various Fiduciary Capacities
P.O. 1638
Chattanooga, Tennessee 37401
Shares Beneficially Owned: 938,388
SunTrust Banks, Inc.
303 Peachtree Street, Suite 1500
Atlanta, Georgia 30308
February 1, 1998
Ladies and Gentlemen:
There is hereby transmitted for filing pursuant to Section 13(g) of
the Securities Exchange Act of 1934 and Rule 13G thereunder a
Schedule 13G relating to beneficial ownership of more than 5% by
SunTrust Banks, Inc. and its subsidiaries of shares of Books-A-Million, Inc.
Common Stock.
Please call the undersigned at (404) 581-1475 if you have any questions.
Sincerely,
/s/ Cynthia S. Walker
- ---------------------
Cynthia S. Walker
Assistant Vice President
STI Trust & Investmemt Operations, Inc. as agent for SunTrust Banks, Inc.
cc: Books-A-Million, Inc.
National Associaton of Securities Dealers
