<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 2
TO
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997
COMMISSION FILE NUMBER 001-12669
FIRST NATIONAL CORPORATION
-----------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
SOUTH CAROLINA 57-0799315
- ------------------------------- ---------------------------------
(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
950 JOHN C. CALHOUN DRIVE, S.E.
ORANGEBURG, SOUTH CAROLINA 29115
------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(803) 534-2175
----------------------------------------------------
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
COMMON STOCK - $2.50 PAR VALUE AMERICAN STOCK EXCHANGE
SECURITIES REGISTERED PURSUANT TO SECTION 12 (G) OF THE ACT: NONE.
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
The aggregate market value of the voting stock of the registrant held by
non-affiliates at March 13, 1998 was $115,573,850 based on the closing sale
price of $25.00 per share on that date. For purposes of the foregoing
calculation only, all directors and executive officers of the registrant have
been deemed affiliates. The number of shares of common stock outstanding as of
March 13, 1998 was 5,188,097.
<PAGE> 2
Documents Incorporated by Reference
Portions of the Registrant's 1997 Annual Report to Shareholders are incorporated
by reference into Part II, and portions of the Registrant's Proxy Statement for
the Annual Meeting of Shareholders to be held on April 28, 1998 are incorporated
by reference into Part III.
2
<PAGE> 3
This Annual Report on Form 10-K/A is being filed as Amendment No. 2 to the
Registrant's Annual Report on Form 10-K for the year ended December 31, 1997 for
the purpose of filing the following exhibit to the Annual Report on Form 10-K
for the year ended December 31, 1997 as set forth below:
The exhibit listed below and attached hereto is hereby added to the Registrant's
Annual Report on Form 10-K for the year ended December 31, 1997.
Exhibit
(99) First National Bank Employees' Savings Plan Annual Report on
Form 11-K for the year ended December 31, 1997.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
FIRST NATIONAL CORPORATION
/s/ W. Louis Griffith
-----------------------------------------
W. Louis Griffith, Chief Financial Officer
Dated: July 14, 1998
3
<PAGE> 1
EXHIBIT 99
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the year ended December 31, 1997.
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________ to __________.
Commission file number 333-26029
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
FIRST NATIONAL BANK EMPLOYEES' SAVINGS PLAN
B. Name of the issuer of the securities held pursuant to the plan and the
address of its principal executive office:
FIRST NATIONAL CORPORATION
950 JOHN C. CALHOUN DRIVE, S.E.
ORANGEBURG, SOUTH CAROLINA 29115
<PAGE> 2
FIRST NATIONAL BANK
EMPLOYEES' SAVINGS PLAN
FINANCIAL STATEMENTS
WITH ACCOMPANYING INFORMATION
YEARS ENDED DECEMBER 31, 1997 AND 1996
AND
INDEPENDENT AUDITORS' REPORT
<PAGE> 3
FIRST NATIONAL BANK
EMPLOYEES' SAVINGS PLAN
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Independent Auditors' Report 2
Statement of Net Assets Available for Benefits 3
Statement of Changes in Net Assets Available for Benefits 4
Notes to Financial Statements 5-8
Accompanying Information:
Schedule of Assets Held for Investment 9
Schedule of Transactions in Excess of 5% of
Beginning Net Assets 10
</TABLE>
1
<PAGE> 4
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee of
First National Bank Employees' Savings Plan
We have audited the accompanying statements of net assets available for benefits
of the First National Bank Employees' Savings Plan as of December 31, 1997 and
1996, and the related statements of changes in net assets available for benefits
for the years then ended. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of First National
Bank Employees' Savings Plan as of December 31, 1997 and 1996, and the changes
in net assets available for benefits for the years then ended in conformity with
generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basis of
financial statements taken as a whole. The supplemental schedules of Assets Held
for Investment and Transactions in Excess of 5% of Beginning Net Assets are
presented for the purpose of additional analysis and are not a required part of
the basic financial statements but is supplementary information required by the
Department of Labor Rules and Regulations for Reporting and Disclosures under
the Employee Retirement Income Act of 1974. The supplemental information has
been subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
J.W. HUNT AND COMPANY, LLP
Columbia, South Carolina
June 18, 1998
2
<PAGE> 5
FIRST NATIONAL BANK
EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1997 AND 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
........... PARTICIPANT DIRECTED ...........
............................. DECEMBER 31, 1997 ............................
FIRST
FIXED MULTI- INDEXED NATIONAL
INCOME ASSET EQUITY CORP.
FUND FUND FUND STOCK FUND TOTAL
---- ---- ---- ---------- -----
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments, at contract value
New York Life Insurance
Company, Investment
Contracts $ 1,841,078 $ 1,892,421 $ 1,939,137 $ -- $ 5,672,636
---------------------------------------------------------------------------
Investments, at fair value:
First National Corporation -- -- -- 560,823 560,823
Money Market Funds -- -- -- 7,366 7,366
---------------------------------------------------------------------------
Total investments 1,841,078 1,892,421 1,939,137 568,189 6,240,825
---------------------------------------------------------------------------
Receivables:
Employer's contribution 25,637 31,312 40,850 16,089 113,888
Inter-fund transfers (100) (6,768) (1,854) 8,503 (219)
---------------------------------------------------------------------------
Total receivables 25,537 24,544 38,996 24,592 113,669
---------------------------------------------------------------------------
Total assets 1,866,615 1,916,965 1,978,133 592,781 6,354,494
---------------------------------------------------------------------------
LIABILITIES -- -- -- -- --
---------------------------------------------------------------------------
Net assets available for benefits 1,866,615 1,916,965 1,978,133 592,781 6,354,494
===========================================================================
<CAPTION>
........... PARTICIPANT DIRECTED ...........
.......................... DECEMBER 31, 1997 .........................
FIRST
FIXED MULTI- INDEXED NATIONAL
INCOME ASSET EQUITY CORP.
FUND FUND FUND STOCK FUND TOTAL
---- ---- ---- ---------- -----
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments, at contract value
New York Life Insurance
Company, Investment
Contracts $ 2,404,705 $ 1,428,141 $ 1,042,288 $ -- $ 4,875,134
---------------------------------------------------------------------
Investments, at fair value:
First National Corporation -- -- -- -- --
Money Market Funds -- -- -- -- --
---------------------------------------------------------------------
Total investments 2,404,705 1,428,141 1,042,288 -- 4,875,134
---------------------------------------------------------------------
Receivables:
Employer's contribution 41,466 25,286 24,117 -- 90,869
Inter-fund transfers (693,491) 12,537 245,654 435,300 --
---------------------------------------------------------------------
Total receivables (652,025) 37,823 269,771 435,300 90,869
---------------------------------------------------------------------
Total assets 1,752,680 1,465,964 1,312,059 435,300 4,966,003
---------------------------------------------------------------------
LIABILITIES -- -- -- -- --
---------------------------------------------------------------------
Net assets available for benefits 1,752,680 1,465,964 1,312,059 435,300 4,966,003
=====================================================================
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS
3
<PAGE> 6
FIRST NATIONAL BANK
EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, YEARS ENDED
DECEMBER 31, 1997 AND 1996
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
........... PARTICIPANT DIRECTED ...........
........................ DECEMBER 31, 1997 ..............................
FIRST
FIXED MULTI- INDEXED NATIONAL
INCOME ASSET EQUITY CORP.
FUND FUND FUND STOCK FUND TOTAL
---- ---- ---- ---------- -----
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Interest $ 120,753 $ -- $ -- $ 2,968 $ 123,721
Dividends -- 208,722 62,602 7,641 278,965
Net appreciation (depreciation)
in fair value of investments -- 177,494 381,237 101,657 660,388
Realized gain on investments -- 3,333 2,401 (1,465) 4,269
--------------------------------------------------------------------------
Total investment income 120,753 389,549 446,240 110,801 1,067,343
--------------------------------------------------------------------------
Contributions:
Employer 25,638 31,321 40,850 16,089 113,898
Employee 111,986 117,623 146,330 56,978 432,917
Rollover 495 825 330 1,650
--------------------------------------------------------------------------
Total contributions 138,119 149,769 187,510 73,067 548,465
--------------------------------------------------------------------------
Total additions 258,872 539,318 633,750 183,868 1,615,808
--------------------------------------------------------------------------
Deductions from net assets attributed
to:
Benefits paid to participants 144,242 43,439 24,602 5,977 218,260
Administrative expenses 9,057 -- -- -- 9,057
--------------------------------------------------------------------------
Total deductions 153,299 43,439 24,602 5,977 227,317
--------------------------------------------------------------------------
Net increase prior to
interfund transfers: 105,573 495,879 609,148 177,891 --
Interfund transfers 8,362 (44,878) 56,926 (20,410) --
--------------------------------------------------------------------------
Net increase (decrease) 113,935 451,001 666,074 157,481 --
Net assets available for benefits:
Beginning of year 1,752,680 1,465,964 1,312,059 435,300 4,966,003
--------------------------------------------------------------------------
End of year 1,866,615 1,916,965 1,978,133 592,781 4,966,003
==========================================================================
<CAPTION>
........... PARTICIPANT DIRECTED ...........
........................ DECEMBER 31, 1997 .........................
FIRST
FIXED MULTI- INDEXED NATIONAL
INCOME ASSET EQUITY CORP.
FUND FUND FUND STOCK FUND TOTAL
---- ---- ---- ---------- -----
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to
Investment income:
Interest $ 165,311 $ -- $ -- $ -- $ 165,311
Dividends -- 52,948 38,027 -- 90,975
Net appreciation (depreciation)
in fair value of investments -- 133,756 119,555 -- 253,311
Realized gain on investments -- 624 1,326 -- 1,950
--------------------------------------------------------------------
Total investment income 165,311 187,328 158,908 -- 511,547
--------------------------------------------------------------------
Contributions:
Employer 41,466 25,286 24,117 -- 90,869
Employee 164,272 85,883 70,651 -- 320,806
Rollover 8,586 39,060 37,431 -- 85,077
--------------------------------------------------------------------
Total contributions 214,324 150,229 132,199 -- 496,752
--------------------------------------------------------------------
Total additions 379,635 337,557 291,107 -- 1,008,299
--------------------------------------------------------------------
Deductions from net assets attributed
to:
Benefits paid to participants 200,921 27,297 22,318 -- 250,536
Administrative expenses 9,134 -- -- -- 9,134
--------------------------------------------------------------------
Total deductions 210,055 27,297 22,318 -- 259,670
--------------------------------------------------------------------
Net increase prior to
interfund transfers: 169,580 310,260 268,789 -- 748,629
Interfund transfers (961,907) 37,325 489,282 435,300 --
--------------------------------------------------------------------
Net increase (decrease) (792,327) 347,585 758,071 435,300 748,629
Net assets available for benefits:
Beginning of year 2,545,007 1,118,379 553,988 -- 4,217,374
--------------------------------------------------------------------
End of year 1,752,680 1,465,964 1,312,059 435,300 4,966,003
====================================================================
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS
4
<PAGE> 7
FIRST NATIONAL BANK
EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, DECEMBER 31, 1997 AND 1996
- --------------------------------------------------------------------------------
NOTE A - DESCRIPTION OF PLAN:
The following description of the First National Bank ("Company") Employees'
Savings Plan ("Plan") provides only general information. Participants should
refer to the Plan agreement for a more complete description of the Plan's
provisions.
General - The Plan is a contributory defined contribution plan covering all
full-time employees of the Company and all affiliates of the Company
who have one year of service and are age twenty-one or older. It is
subject to the provisions of the Employee Retirement Income Security
Act of 1974 (ERISA).
Contributions - Each year, participants may contribute up to 10% of pretax
annual base compensation, as defined in the Plan. Participants may also
contribute amounts representing distributions from other qualified
retirement plans. The Company will match 50% of the first 4% of base
compensation up to a maximum matching contribution of 2% of base
compensation. Employer contributions may be made from current or
accumulated net profits. Contributions are subject to certain
limitations.
Participant accounts - Each participant's account is credited with the
participant's contribution, the Company's matching contribution and
allocations of Plan earnings. The participant's account is charged with
an allocation of administrative expenses. Allocations are based on
account balances, as defined by the Plan. The benefit to which a
participant is entitled is the benefit that can be provided from the
participant's account.
Vesting - Participant's accounts are fully vested.
Payment of benefits - On termination of service due to death, disability,
retirement, or other reasons, a participant may elect to receive a
lump-sum amount equal to the value of his or her account.
Investment options - Upon enrollment in the Plan, a participant may direct
employee contributions in any of the following investment options.
1) Fixed Income Fund - Funds are invested in guaranteed interest
contracts in an insurance contract. The number of participants
participating in this fund at December 31, 1997 was 153.
2) Multi-asset Fund - Funds are invested in pooled insurance
contracts that invest primarily in corporate bonds, common
stocks, and U. S. Government securities. The number of
participants participating in this fund at December 31, 1997
was 209.
5
<PAGE> 8
FIRST NATIONAL BANK EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------
NOTE A - DESCRIPTION OF PLAN (CONTINUED):
3) Indexed Equity Fund - Funds are invested in pooled insurance
contracts that invest in common stock that replicate stocks
comprising the Standard and Poor's 500 Stock Index. The number
of participants participating in this fund at December 31,
1997 was 206.
4) First National Corporation Stock Fund - The First National
Corporation Stock Fund invests only in First National
Corporation common shares and money market equivalents. The
number of participants participating in this fund at December
31, 1997 was 147.
Participants may change the investment options quarterly.
NOTE B - SUMMARY OF ACCOUNTING POLICIES:
Basis of Accounting - The financial statements of the Plan are prepared
using the accrual method of accounting.
Investment Valuation - The Plan's investments are stated at fair value
except for its investment contract with an insurance company which is
valued at contract value (Note C). The Company stock is valued at its
quoted market price.
Purchase and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividend's are
recorded on the ex-dividend date.
Payment of Benefits - Benefits are recorded when paid.
Estimates - The preparation of financial statements in conformity with
generally accepted accounting principles requires the plan
administrator to make estimates and assumptions that affect certain
reported amounts and disclosures. Accordingly, actual results may
differ from those estimates.
NOTE C - INVESTMENT CONTRACT WITH INSURANCE COMPANY:
The Plan has an investment contract with New York Life Insurance Company (New
York Life) to invest the assets of the Plan. New York Life, as the Plan's
custodian, maintains the assets in a pooled account. The account is credited
with actual earnings on the underlying investments (a fixed income fund,
multi-asset fund and indexed equity fund) and charged for Plan withdrawals and
administrative expenses charged by New York Life.
The contract is included in the financial statements at contract value, which
represents contributions made under the contract, plus earnings, less Plan
withdrawals and administrative expenses.
Participants may ordinarily direct the withdrawal or transfer of all or a
portion of their investment at contract value. There are no reserves against
contract value for credit risk of the contract
6
<PAGE> 9
FIRST NATIONAL BANK EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------
NOTE C - INVESTMENT CONTRACT WITH INSURANCE COMPANY (CONTINUED):
issuer or otherwise. The fair value of the investment contacts at December 31,
1997 and 1996 was $5,672,636 and $4,875,134 respectively.
NOTE D - RELATED PARTY TRANSACTIONS:
The First National Corporation Funds are held by the Plan sponsor's Trust
Department. There were no fees paid by the Plan to the Trust Department.
NOTE E - INVESTMENTS:
Except for its investment contracts with an insurance company (Note C), the
Plan's investments are held in a bank-administered trust fund. The following
presents investments at December 31, 1997 and 1996.
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Investments at fair value as
Determined by quoted market price:
First National Corporation,
23,801 and 0 shares respectively $560,823 $ -
Federated Automated Government
Money market fund (44), 4,370
and 0 shares , respectively 4,370 -
Federated Automated Cash
Management Fund (75), 2,996
and 0 shares, respectively 2,996 -
-----------------
568,189 -
=================
</TABLE>
During 1997, the Plan's investments (including investments bought, sold, and
held during the year) appreciated in value by $660,388 as follows:
<TABLE>
<S> <C>
Investments at fair value as
determined by quoted market price:
First National Corporation $101,657
--------
Investments at contract value:
Multi-asset Fund 177,494
Indexed Equity Fund 381,237
--------
558,731
========
Total 660,388
========
</TABLE>
7
<PAGE> 10
FIRST NATIONAL BANK EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------
NOTE F - PLAN TERMINATION:
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100% vested in their account.
NOTE G - TAX STATUS:
The Internal Revenue Service has determined and informed the Company by a letter
dated November 4, 1992, that the Plan and related trust are designed in
accordance with applicable sections of the Internal Revenue Code and therefore
exempt from Federal and State taxation. The Plan has been amended since
receiving the determination letter. However, the Plan administrator believes
that the Plan is designed and is currently being operated in compliance with the
applicable requirement of the Internal Revenue Code.
NOTE H - PLAN OPERATING COSTS:
The Company pays certain administrative costs of the Plan such as legal, audit,
and administrative fees.
THESE NOTES ARE AN INTEGRAL PART OF THE ACCOMPANYING FINANCIAL STATEMENTS
8
<PAGE> 11
FIRST NATIONAL BANK
EMPLOYEES' SAVINGS PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENTS
DECEMBER 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
(A) (B) IDENTITY OF (C) DESCRIPTION OF INVESTMENT
ISSUE, BORROWER, INCLUDING MATURITY DATE, RATE OF
LESSOR, OR SIMILAR INTEREST, COLLATERAL, PAR OR (e) CURRENT
PARTY MATURITY VALUE d) COST VALUE
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
New York Life Guaranteed Interest Contract $1,841,077 $1,841,077
New York Life Pooled separate insurance contracts 2,806,130 3,831,559
* First National Corporation 23,801 common shares 459,166 560,823
Federated Automated Government Fund Money Market Fund 4,370 4,370
Federated Automated Cash Management Fund Money Market Fund 2,996 2,996
</TABLE>
* Indicates a party in interest
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS
9
<PAGE> 12
FIRST NATIONAL BANK
EMPLOYEES' SAVINGS PLAN
SCHEDULE OF TRANSACTIONS IN EXCESS OF 5% OF BEGINNING NET ASSETS,
DECEMBER 31, 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
(A) (B) (C) (D) (E) (F) (G) (H) (I)
CURRENT
EXPENSES VALUE OF
INCURRED ASSET ON
DESCRIPTION PURCHASE SELLING LEASE WITH COST OF TRANSACTION NET GAIN
IDENTITY OF PARTY INVOLVED OF ASSET PRICE PRICE RENTAL TRANSACTION ASSET DATE OR LOSS
- -------------------------- -------- ----- ----- ------ ----------- ----- ---- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
New York Life Insurance Co. Group Annuity Contract -
Guaranteed Interest Acct. $ 284,991 $ 969,372 $ - $ - $ 969,372 $ 969,372 $ -
New York Life Insurance Co. Group Annuity Contract -
Multi-Asset 175,486 100,755 - - 97,422 97,422 3,333
New York Life Insurance Co. Group Annuity Contract -
Indexed Equity 495,539 44,929 - - 42,528 42,528 2,401
First National Corporation First National Corporation-
common stock 496,266 35,635 - - 19,600 37,100 (1,465)
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS
10
<PAGE> 13
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 333-26029) of First National Corporation of our
report dated June 18, 1998 appearing in the Annual Report of the First National
Bank Employees' Savings Plan on Form 11-K for the year ended December 31, 1997.
/s/ J.W. Hunt and Company, LLP
J.W. HUNT AND COMPANY, LLP
Columbia, South Carolina
July 14, 1998
11
