SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.1)*
CNB CORPORATION
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(Name of Issuer)
Common
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(Title of Class of Securities)
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(CUSIP Number)
Willis J. Duncan, 1400 Third Avenue, Conway, South Carolina 29526
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
December 21, 1999
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(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
[ ].
Schedules filed in paper format shall include a signed original and five copies
of the schedule, including all exhibits. See Rule 13d-7 for other parties to
whom copies are to be sent.
*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
disclosures provided in a prior cover page.
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 ("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).
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SCHEDULE 13D
CUSIP NO. PAGE 2 OF 4
1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
WILLIS J. DUNCAN
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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. SOURCE OF FUNDS*
PF
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5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
18,813
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8. SHARED VOTING POWER
10,527
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9. SOLE DISPOSITIVE POWER
18,813
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10. SHARED DISPOSITIVE POWER
10,527
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,340
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12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.9%
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14. TYPE OF REPORTING PERSON*
IN
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<PAGE>
Schedule 13D Page 3 of 4 Pages
Item 1. Security and Issuer
Common stock of CNB Corporation, 1400 Third Avenue, Conway, South Carolina
29526 (the "Issuer").
Item 2. Identity and Background
Willis J. Duncan is a natural person whose business address is 1400 Third
Avenue, Conway, South Carolina 29526. Mr. Duncan is Chairman of the Board of CNB
Corporation. Mr. Duncan has not, during the last five years, been convicted in a
criminal proceeding or been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which he was or is
subject to any judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, state or federal securities
laws or finding any violation with respect to such laws. Mr. Duncan is a citizen
of the State of South Carolina and the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
Mr. Duncan acquired the substantial portion of his shares by inheritance,
and has held most of such shares since prior to 1985. Mr. Duncan has from time
to time purchased small numbers of shares, but has not made any purchases since
prior to November 1998. All purchases were funded with personal funds.
Item 4. Purpose of Transaction
Mr. Duncan has acquired the securities of the Issuer for investment
purposes. Mr. Duncan has no present plans or proposals that may result in any of
the events listed in subparagraphs (a) through (j) of Item 4. Mr. Duncan may,
however, in the future, acquire or dispose of securities of the Issuer.
Item 5. Interest in Securities of the Issuer
Mr. Duncan is the beneficial owner pursuant to Section 13(d) of the
Securities Exchange Act of 1934 and the rules and regulations promulgated
pursuant thereto, of 29,340 shares or 4.9% of the Issuer's outstanding common
stock. Mr. Duncan has sole voting and disposition power with respect to 18,813
of the shares, and shares voting and disposition power with respect to 10,527 of
the shares with his wife, Harriette B. Duncan. Mrs. Duncan's address is 1207
Fifth Avenue, Conway, South Carolina 29526. Mrs. Duncan is a homemaker. Mrs.
Duncan has not, during the last five years, been convicted in a criminal
proceeding or been a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction as a result of which she was or is subject to any
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, state or federal securities laws or finding
any violation with respect to such laws. Mrs. Duncan is a citizen of the State
of South Carolina and the United States of America.
Mr. Duncan has not effected any transactions with respect to the Issuer's
common stock in the past 60 days. On December 21, 1999, Mr. Duncan made gifts of
1,820 shares to various persons whose share ownership is not required to be
aggregated with his share ownership for purposes of Section 13(d).
No other person has the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, such securities.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
No disclosure is required pursuant to Item 6.
<PAGE>
Schedule 13D Page 4 of 4 Pages
Item 7. Material to be Filed as Exhibits
None.
<PAGE>
Schedule 13D Page 5 of 4 Pages
Signatures
After reasonable inquiry and to the best of my knowledge and belief, I
certify the information set forth in this statement is true, complete and
correct.
s/Willis J. Duncan
March 17, 2000 -----------------------------------
Willis J. Duncan
