SOUTH ALABAMA BANCORPORATION INC /DE/
10-Q, 1997-11-14
NATIONAL COMMERCIAL BANKS
Previous: GLOBAL MAINTECH CORP, 10QSB, 1997-11-14
Next: MENDIK REAL ESTATE LIMITED PARTNERSHIP, 10-Q, 1997-11-14




   





                    SECURITIES AND EXCHANGE COMMISSION

                          WASHINGTON, D.C. 20549

                                 FORM 10-Q

            QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE

                      SECURITIES EXCHANGE ACT OF 1934


       For Quarter ended September 30, 1997.  Commission file #0-15423

                     SOUTH ALABAMA BANCORPORATION,INC.
          (Exact name of registrant as specified in its charter)

     Alabama                                 63-0909434
(State or other jurisdiction of           (I.R.S. employer
 incorporation or organization)             Identification Number)

 100 St. Joseph Street, Mobile, Alabama         36602
(Address of principal executive offices)      (Zip Code)

                              (334) 431-7800
           (Registrant's telephone number, including area code)


     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       .
     Shares of common stock ($0.01 Par) outstanding at September
30, 1997:  4,241,386 
                               Page 1 of 21

             SOUTH ALABAMA BANCORPORATION,INC AND SUBSIDIARIES

                           INDEX TO FORM 10 - Q


PART  I.  Financial Information                     Page Number

          Consolidated Statements of Condition      
          September 30, 1997 and December 31, 1996             3

          Consolidated Statements of Operations
          Nine Months Ended September 30, 1997 and 1996        4

          Consolidated Statements of Operations
          Three Months Ended September 30, 1997 and 1996       5

          Consolidated Statements of Cash Flows
          Nine Months Ended September 30, 1997 and 1996        6 
          
          Notes to Consolidated Financial Statements      
          September 30, 1997                                7-11

          Management's Discussion and Analysis of 
          Financial Condition and Results of 
          Operations                                       12-20

PART II.  Other Information                                   21  
  
                   . . PART I. FINANCIAL INFORMATION
<TABLE>
            SOUTH ALABAMA BANCORPORATION, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF CONDITION (Unaudited)
<CAPTION>
                                     September 30,  December 31,
                                            1997           1996
                                       (Unaudited)
                                           (Dollars in thousands)
A S S E T S                                                      
<S>                                       <C>          <C>
Cash and Due from Banks                   $ 17,627     $ 20,230
Federal Funds Sold                           9,626        9,683   
     
       Total Cash and Cash Equivalents      27,253       29,913 
Interest Bearing Deposits                      100          100
Securities Available for Sale (at Market)  101,935      100,912
Securities Held to Maturity                                    
 (Market value of $11,280 and $17,015,
  respectively)                             11,140       16,861
                                                                  
Loans                                      201,710      189,160
Less: Unearned Loan Income                    <124>        <130>
      Allowance for Loan Losses             <2,609>      <2,600>
      Loans, Net                           198,977      186,430 

Premises and Equipment                       6,850        7,151
Other Real Estate Owned,Net                     15           15
Accrued Income Receivable                    3,259        3,453
Intangible assets                            4,034        4,160
Other Assets                                   752        1,082 
     Total                                $354,315     $350,077 

L I A B I L I T I E S
Non-interest Bearing Demand Deposits      $ 57,076     $ 58,196
Interest Bearing Demand Deposits            99,618      102,385
Savings Deposits                            23,805       22,823
Large Denomination Time Deposits                               
 (of $100 or more)                          42,717       34,980
Time Deposits                               78,077       76,903 
     Total Deposits                        301,293      295,287
Short-Term Borrowing                         5,892        5,162 
Other Liabilities                            2,532        2,540 
     Total Liabilities                     309,717      302,989 
S H A R E H O L D E R S' E Q U I T Y 
Common Stock        
  Par Value          $0.01                      
  Shares Authorized  5,500,000    
  Shares Outstanding 4,241,386                  42           42
Capital Surplus                             33,198       33,092
Retained Earnings                           10,674       13,701   
Net Unrealized Gain (Loss) on Securities
  Available for Sale                           684          253 
     Total Shareholders' Equity             44,598       47,088 

     Total                                $354,315     $350,077 
(See accompanying notes to consolidated financial statements.)
</TABLE>
                                   3                         


<TABLE>
            SOUTH ALABAMA BANCORPORATION, INC. AND SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)

<CAPTION>
                                    Nine Months Ended September 30
                                            1997        1996
                                     (Dollars in thousands except
                                        per share amounts)   
Interest Revenue:                           
  <S>                                      <C>          <C>
  Loans                                    $13,516      $10,491  
  Investments:Taxable                        4,097        2,541
              Non-Taxable                    1,160          648 
  Other                                        404          358 
          Total Interest Revenue            19,177       14,038 

Interest Expense:
  Deposits                                   7,790        5,624
  Other                                        187          139 
          Total Interest Expense             7,977        5,763  

Net Interest Revenue                        11,200        8,275 
Provision for Loan Losses                      144          167 
Net Interest Revenue After Provision
  for Loan Losses                           11,056        8,108 

Non-Interest Revenue:
  Trust Department Income                      868          821
  Service Charges on Deposit Accounts        1,014          656
  Securities Gains and Losses,net               24          105
  Gain on Sale of Other Real Estate Owned        0           18
  Other Income, Charges and Fees               299          257 
          Total Non-Interest Revenue         2,205        1,857 

Non-Interest Expense:
  Salaries                                   3,661        2,857
  Pensions and Employee Benefits               893          746
  Net Occupancy Expense                        606          488
  Furniture and Equipment Expense              697          590
  Intangible Amortization                      126            0
  Other Expense                              2,305        1,871 
          Total Non-Interest Expense         8,288        6,552 

Income Before Income Taxes                   4,973        3,413 
Income Tax Expense                           1,399        1,052 
Net Income                                  $3,574      $ 2,361 

Earnings Per Common Share                   $ 0.84      $   .79 
Average Shares Outstanding (000's)           4,230        3,002   

  (See accompanying notes to consolidated financial statements.)
</TABLE>
                              4


<TABLE>
            SOUTH ALABAMA BANCORPORATION, INC. AND SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)

<CAPTION>
                                    Three Months Ended September 30
                                            1997        1996
                                     (Dollars in thousands except
                                        per share amounts)   
Interest Revenue:                           
  <S>                                      <C>          <C>
  Loans                                    $ 4,592      $ 3,645  
  Investments:Taxable                        1,332          824
              Non-Taxable                      392          242 
  Other                                        137           80 
          Total Interest Revenue             6,453        4,791 

Interest Expense:
  Deposits                                   2,705        1,895
  Other                                         63           58 
          Total Interest Expense             2,768        1,953  

Net Interest Revenue                         3,685        2,838 
Provision for Loan Losses                       38           36 
Net Interest Revenue After Provision
  for Loan Losses                            3,647        2,802 

Non-Interest Revenue:
  Trust Department Income                      308          273
  Service Charges on Deposit Accounts          357          221
  Securities Gains and Losses,net               22            2 
  Gain on Sale of Other Real Estate Owned        0            0
  Other Income, Charges and Fees               110           87 
          Total Non-Interest Revenue           797          583 

Non-Interest Expense:
  Salaries                                   1,237          969
  Pensions and Employee Benefits               294          248
  Net Occupancy Expense                        203          171
  Furniture and Equipment Expense              242          203
  Intangible Amortization                       42            0
  Other Expense                                765          618 
          Total Non-Interest Expense         2,783        2,209 

Income Before Income Taxes                   1,661        1,176 
Income Tax Expense                             450          354 
Net Income                                  $1,211      $   822 

Earnings Per Common Share                   $ 0.29      $   .27 
Average Shares Outstanding (000's)           4,233        3,002   

  (See accompanying notes to consolidated financial statements.)
</TABLE>
                              5




<TABLE>
            SOUTH ALABAMA BANCORPORATION, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                                                     
<CAPTION>
                                        Nine Months Ended September 30, 
                                             1997      1996
                                         (Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES      
<S>                                        <C>          <C>
Net Income                                 $ 3,574      $ 2,361
  Adjustments to reconcile net income
    to net cash provided by operating 
    activities:
  Depreciation and amortization              1,035          620
  Provision for loan losses                    144          167 
  Securities gains and losses,net              <24>        <105>
  Gain on sale of other real estate owned        0          <18>
  (Increase) decrease in:
    Income receivable                          194          <56> 
    Other assets                               145         <420>
  Increase (decrease) in other liabilities      <8>         122 
Net cash provided by operating activities    5,060        2,671 
CASH FLOWS FROM INVESTING ACTIVITIES
  Net decrease in interest bearing
    deposits                                     0          452 
  Net increase in loans                    <12,691>     <21,523>
  Purchase of premises and equipment          <282>      <1,446>
  Net decrease in other real estate owned        0          326 
  Proceeds from sale of securities 
   available for sale                        3,545        9,192
  Proceeds from maturities of investments   19,808        8,033
  Purchase of investments                  <18,341>     <20,833>
Net cash used in investing activities       <7,961>     <25,799>
CASH FLOWS FROM FINANCING ACTIVITIES
  Net increase (decrease) in deposits        6,006        4,118 
  Net increase (decrease) in short-           
    term borrowing                             730        2,493 
  Proceeds rom issuance of stock               106            0
  Dividends paid                            <6,601>        <901>
Net cash used in financing activities          241        5,710 
NET INCREASE <DECREASE> IN CASH
 AND CASH EQUIVALENTS                       <2,660>     <17,418>
Cash and cash equivalents at beginning
  of period                                 29,913       32,404 
Cash and cash equivalents at end of 
  period                                   $27,253      $14,986     
Supplemental disclosures of cash flow
  information:
  Interest paid in cash                    $ 8,010      $ 5,868
  Income taxes paid in cash                  1,160        1,200

(See accompanying notes to consolidated financial statements.)         
</TABLE>
                              6                  




              SOUTH ALABAMA BANCORPORATION, INC. AND SUBSIDIARIES


              Notes to Consolidated Financial Statements


NOTE A:   The accompanying unaudited consolidated financial statements
          have been prepared in accordance with generally accepted
          accounting principles for interim financial information and
          with the instructions to Form 10-Q and Rule 10-01 of
          Regulation S-X.  Accordingly, they do not include all of the
          information and footnotes required by generally accepted
          accounting principles for complete financial statements.  The
          information furnished reflects all adjustments, consisting of
          normal and recurring accruals, which in the opinion of
          management are necessary for a fair presentation of the
          results of the interim periods.  Results for interim periods
          may not necessarily be indicative of results to be expected
          for the year.

          For further information, refer to the consolidated financial 
          statements and footnotes thereto included in the Company's 
          report on Form 10-K for the year ended December 31, 1996.

NOTE B:   Per share data is computed on the basis of the weighted
          average number of shares of common stock outstanding during
          the period.  The dilutive effect of stock options is not
          material.

                                    7  


NOTE C:   The allowance for losses on loans for the nine month periods
          ended September 30, 1997 and 1996 are summarized as follows
          (in thousands):
<TABLE>
                                               
<CAPTION>
                                                  1997         1996  
          Allowance for loan losses:
          <S>                                   <C>          <C>
          Balance at beginning of period        $ 2,600      $ 2,222
            Provision charged to 
              operating expense                     144          167  
            Losses charged off                     <210>        <493>
            Recoveries                               75           85 

           Balance at end of period             $ 2,609      $ 1,981  
</TABLE>

NOTE D:   In February 1997, the Financial Accounting Standards Board   
          (FASB) issued Statement of Financial Accounting Standards    
          (SFAS) No. 128, "Earnings per Share."  This statement        
          establishes standards for computing and presenting earnings  
          per share (EPS) and applies to entities with publicly held   
          common stock or potential common stock.  This Statement      
          simplifies the standards for computing earnings per share    
          previously found in APB Opinion No. 15, "Earnings per Share," 
          and makes them comparable to international EPS standards.  It 
          replaces the presentation of primary EPS with a presentation 
          of basic EPS and requires dual presentation of basic and     
          diluted EPS on the face of the income statement for all      
          entities with complex capital structures and requires a      
          reconciliation of the numerator and denominator of the basic 
          EPS computation to the numerator and denominator of the      
          diluted EPS computation.

          This statement is effective for financial statements issued  
          for periods ending after December 15, 1997, including interim 

                                       8

          periods; earlier application is not permitted.  This Statement 
          requires restatement of all prior-period EPS data presented. 
          The Company will adopt the Statement at fiscal year-end 1997.

          Assuming the adoption of SFAS No. 128 had been consummated at 
          January 1, 1996, the earnings per share amounts, on a pro    
          forma basis would have been as follows:
<TABLE>
<CAPTION>
                                       For the Nine      For the Nine
                                       Months Ended      Months Ended 
                                       September 30,     September 30, 
                                       1997              1996        
          <S>                             <C>               <C>
          Basic earnings per share        $0.84             $0.79
          Diluted earnings per share      $0.84             $0.78  
</TABLE>

NOTE E:   In June 1996, the FASB issued SFAS No. 125, "Accounting for  
          Transfers and Servicing of Financial Assets and              
          Extinguishments of Liabilities."  SFAS No. 125 provides      
          accounting and regulatory standards for transfers and        
          servicing of financial assets and extinguishments of         
          liabilities based on consistent application of a financial-  
          components approach that focuses on control.  Under that     
          approach, after a transfer of financial assets, an entity    
          recognizes the financial and servicing assets it controls and 
          the liabilities it has incurred, derecognizes financial assets 
          when control has been surrendered, and derecognizes          
          liabilities when extinguished.
          This statement is effective for transfers and servicing of   
          financial assets and extinguishments of liabilities occurring 
          after December 31, 1996, and is to be applied prospectively. 
          Earlier or retroactive application is not permitted.  The    
          Company adopted the provisions of the Standard on January 1, 
          1997.  Based on the Company's current operating activities,  

                                     9

          the adoption of this statement did not have an impact of the 
          Company's financial condition or results of operations.

          In June 1997, the FASB issued SFAS No. 130, "Reporting of    
          Comprehensive Income", which establishes standards for       
          reporting and display of comprehensive income and its        
          components (revenues, expenses, gains and losses) in a full  
          set of financial statements.  This statement also requires   
          that all items that are required to be recognized under      
          accounting standards as components of comprehensive income be 
          reported in a financial statement that is displayed with the 
          same prominence as other financial statements.  This statement 
          is effective for fiscal years beginning after December 15,   
          1997.  Earlier application is permitted.  Reclassification of 
          financial statements for earlier periods provided for        
          comparative purposes is required.

          Also in June 1997, the FASB issued SFAS No. 131, "Disclosure 
          about Segments of an Enterprise and Related Information",    
          which establishes standards for the way that public business 
          enterprises report information about operating segments in   
          annual financial statements and requires that those          
          enterprises report selected information about operating      
          segments in interim financial reports to stockholders.  This 
          statement also establishes standards for related disclosures 
          about products and services, geographic areas, and major     
          customers.  This statement requires the reporting of financial 
          and descriptive information about an enterprise's reportable 
          operating segments.  This statement is effective for financial 

                                   10

          statements for periods beginning after December 15, 1997.  In 
          the initial year of application, comparative information for 
          earlier years is to be restated.

 NOTE F:  On October 31, 1996, the Company acquired First Monco        
          Bancshares, Inc. ("FMB") and its wholly-owned subsidiary, the 
          Monroe County Bank.  This transaction was accounted for under 
          the purchase method of accounting and, accordingly, the 1997 
          consolidated statement of income includes the Monroe County  
          Bank's operations.
          The Company issued approximately 1.2 million shares of its   
          common stock for all the outstanding common shares of FMB.   
          The purchase price of the outstanding common shares of FMB   
          totaled approximately $16.6 million, which exceeded the fair 
          value on the net tangible assets acquired by approximately   
          $4.2 million.
          Assuming the acquisition of FMB had been consummated at      
          January 1, 1996, the consolidated results of operations on a 
          pro forma basis for the nine months ended September 30, 1996 
          would have been as follows,(in thousands, except per share   
           data):

<TABLE>
          <S>                   <C>
          Net Interest Income   $11,097
          Net Income            $ 3,303  
          Earnings per share    $  0.78
</TABLE>

                                  11

                 Management's Discussion and Analysis
                of Financial Condition and Results of Operations

     Presented below is an analysis of the consolidated financial
condition and results of operations of South Alabama Bancorporation,
Inc. (the "Company") and its wholly owned subsidiaries, The Bank of
Mobile, First National Bank, Brewton, and the Monroe County Bank.  This
analysis focuses upon significant changes in financial condition between
December 31, 1996 and September 30, 1997 and significant changes for the 
three month periods ended September 30, 1997 and 1996, as well as
significant changes in the results of operations for the two nine month
periods ending September 30, 1997 and 1996.
     On October 31, 1996, First Monco Bancshares, Inc., a Monroeville,
Alabama, bank holding company, was merged into the Company.  The merger
between First Monco Bancshares, Inc. and the Company has been accounted
for as a purchase (the "Monroeville purchase").  
     This report on Form 10-Q contains certain forward looking
statements with respect to financial condition, liquidity, non-
performing assets and results of operations, including the Notes to
Consolidated Financial Statements and statements in the following
discussion.  The Company cautions readers that forward looking
statements are subject to risks and uncertainties that could cause
actual results to differ materially from those indicated in the forward
looking statements.  Factors that may cause actual results to differ
materially from those contemplated include, among others, the stability
of interest rates, the rate of growth of the economy in the Company's
market area, the success of the Company's marketing efforts, the ability

                                    12

to expand into new segments of the market area, competition, changes in
technology, the strength of the consumer and commercial credit sectors,
levels of consumer confidence, the impact of regulation applicable to
the Company and the performance of stock and bond markets.

Financial Condition

     Total assets at September 30, 1997 were $354.3 million, an increase
of $4.2 million, or 1.2 percent, from $350.1 million at December 31,
1996.  The decrease in investment securities of $4.7 million, or 4.0
percent, and the increase in deposits of $6.0 million, or 2.0 percent,
was used in part to fund the increase in loans of $12.6 million, or 6.7
percent, and the payment of a $5.3 million special dividend of $1.25 per
share. 
     Time deposits, consisting of certificates of deposit, increased
$1.2 million or 1.5 percent.  Large denomination time deposits increased
$7.7 million, or 22.1 percent.  Approximately $2.0 million of the
increase in large denomination time deposits is attributable to one
governmental agency.  The Company does not actively seek large
denomination time deposits as a source of funding.  Non-interest bearing
demand deposits decreased $1.1 million, or 1.9 percent, while interest
bearing demand deposits decreased $2.8 million, or 2.7 percent, due to 
seasonal fluctuation.  Core deposits, defined as total deposits less
time deposits, decreased by $2.9 million.  Short-term borrowing
increased $730 thousand, or 14.1 percent, from year-end 1996.  
     The Company's equity as a percent of total assets at September 30,
1997 was 12.6 percent, compared to 13.5 percent at December 31, 1996. 
The primary capital ratio (defined as the sum of common and preferred
stock, capital surplus, retained earnings, allowance for loan losses and
contingency and capital reserves divided by total assets) was  13.3
percent, compared to 14.2 percent at year-end.  The decrease in both

                                13

ratios is attributable to the special dividend of $5.3 million paid in
the second quarter of 1997.
     The Company and its subsidiary banks are required by the various
depository institutions regulatory agencies to maintain certain capital-
to-asset ratios.  Risk-based capital guidelines consider risk factors
associated with various components of assets, both on and off the
Statement of Condition.  Under these guidelines capital is measured in
two tiers.  These capital tiers are used in conjunction with "risk-
weighted" assets in determining "risk-weighted" capital ratios.  The
Company's Tier I capital, which is shareholders' equity less goodwill
and unrealized gains and losses on available for sale securities, was
$42.7 million at December 31, 1996 and $39.9 million at September 30,
1997.  Tier II capital, which is Tier I plus the allowable portion of
the allowance for loan losses, was $45.3 million at December 31, 1996
and $42.5 million at September 30, 1997.  The  ratios, expressed as a
percent of total risk-weighted assets for Tier I and Tier II, were 19.31
percent and 20.48 percent, respectively, at December 31, 1996, and 16.98
percent and 18.09 percent, respectively, at September 30, 1997.  Both
the December 1996 and the September 1997 ratios exceed the minimum
ratios of four percent and eight percent for Tier I and Tier II,
respectively.
       The components of the Company's risk-based capital calculations
for September 30, 1997 are shown below (dollars in thousands):

                                  14

<TABLE>

<CAPTION>
                                               September 30, 
                                                   1997    

           Tier I capital--
            <S>                                 <C>
            Tangible Common shareholders'
             equity                             $39,880 
            
          Tier II capital--
            Allowable portion of the allowance
              for loan losses                     2,609 

                Total capital (Tiers I and II)  $42,489  
 
          Risk-weighted assets                 $234,854   
          Quarterly average assets              342,319       
          Risk-based capital ratios:
            Tier I capital                        16.98%
            Total capital (Tiers I and II)        18.09%
</TABLE>

     During the third quarter of 1997 the Company declared a regular
quarterly dividend of $0.11 per share, payable October 1, 1997, to
shareholders of record September 17, 1997.  

Liquidity

     Liquidity management involves the ability to meet the day-to-day
cash flow requirements of customers, primarily depositors' withdrawals
and borrowers' requirements for funds.  This is achieved by carefully
monitoring the amount of liquid assets available to meet these needs. 
Liquid assets (cash and cash items, deposits with other banks, federal 
funds sold and securities available for sale excluding pledged
securities) totaled $78.8 million at September 30, 1997.  These assets
represented 22.3 percent of total assets at quarter end as compared to
24.3 percent at December 31, 1996.  The net change in cash and cash
equivalents for the nine month period ended September 30, 1997 was a
decrease of $2.7  million, due in part to the payment of the $5.3
million special dividend.  Cash includes currency on hand and demand
deposits with other financial institutions. Cash equivalents are defined
as short-term and highly liquid investments, which are readily

                               15

convertible to known amounts of cash and so near maturity that there is
no significant risk of changes in value because of changes in interest
rates.  The Company has federal fund lines of credit, Federal Reserve
discount window operations and Federal Home Loan Bank lines of credit
available.
     Management is not aware of any trends, events or uncertainties that
will have or that are reasonably likely to have a material effect on the
liquidity, capital resources or operations of the Company.  Management
is not aware of any current recommendations by regulatory authorities 
which, if they were implemented, would have such an effect.
Non-Performing Assets
     Non-performing assets include accruing loans 90 days or more past
due, loans on non-accrual, renegotiated loans and other real estate
owned.  Commercial, business and installment loans are classified as
non-accrual by Management upon the earlier of: (i) a determination that
collection of interest is doubtful, or (ii) the time at which such loans
become 90 days past due, unless collateral or other circumstances
reasonably assure full collection of principal and interest.

                            16

<TABLE>
Summary of Non-Performing Assets
(Dollars in Thousands)
<CAPTION>
                                          September 30,     December 31,
                                              1997             1996

<S>                                         <C>              <C>
Accruing loans 90 days or more past due     $  100           $  190
Loans on non-accrual                           409            1,098
Renegotiated loans                               0                0
     Total non-performing loans                509            1,288
Other real estate owned                         15               15
     Total non-performing assets            $  524           $1,303
Accruing Loans 90 days or more past due                     
  as a percent of loans                       0.05%            0.10%

Total non-performing loans as a
  percent of loans                            0.25%            0.68%

Total non-performing assets as a percent
  of loans and other real estate owned        0.26%            0.69%
</TABLE>

     Non-performing loans decreased by $779 thousand from year-end 1996. 
This decrease consists primarily of principal payments of certain loans
on non-accrual.  
     The amount of impaired loans determined under SFAS No. 114 and 118
were not material.  These credits were considered in determining the
adequacy of the allowance for loan losses and, while current, are
regularly monitored for changes within a particular industry or general
economic trends which could cause the borrowers severe financial
difficulties.
     Any loans classified for regulatory purposes as loss, doubtful,
substandard or special mention, and not included above as non-performing
assets, do not (i) represent or result from trends or uncertainties
which management reasonably expects will materially impact future
operating results, or (ii) represent material credits about which
management is aware of any information which causes management to have
serious doubts as to the ability of such borrower to comply with the

                                  17

loan repayment terms.

Results of Operations          

THE THIRD QUARTER

    The Company recorded net income of $1.2 million, or $0.29 per share,
during the third quarter of 1997 compared to net income in the third
quarter of 1996 of $822 thousand, or $0.27 per share.  The increase in
total interest revenue of $1.7 million, or 34.7 percent, and the
increase in interest expense of $815 thousand, or 41.7, percent were due
primarily to the Monroeville purchase.  Management provided $38 thousand
for loan losses during the third quarter of 1997 compared to a $36
thousand provision for the third quarter of 1996.  Net charge offs
during the first nine months of 1997 were $135 thousand compared to $408
thousand in the first nine months of 1996.  The allowance for loan
losses at September 30, 1997 and December 31, 1996 as a percent of loans
was 1.29 percent and 1.37 percent respectively.  The decrease in the
allowance for loan losses as a percentage of loans was due primarily to
net charge offs in the first nine months of 1997 and to the increase in
loans.  The allowance for loan losses represented 5.13 times non-
performing loans at September 30, 1997 and 2.02 times non-performing
loans at December 31, 1996.  Management reviews the adequacy of the
allowance for loan losses on a continuous basis by assessing the quality
of the loan portfolio, including non-performing loans, and adjusting the
allowance when appropriate.  The allowance for loan losses was
considered adequate at September 30, 1997.
     Non-interest revenue was $797 thousand for the third quarter of
1997, compared to $583 thousand for the same period in 1996, an increase
of 36.7 percent.  Excluding the Monroeville purchase, non-interest
revenue increased $62 thousand, or 10.6 percent, due primarily to the
increase in trust department income of $35 thousand, or 12.8 percent.

                                  18

     Salary and employee benefit expense increased $314 thousand, or
25.8  percent, caused by an increase in full time equivalent employees
from 156 at September 30, 1996 to 195 at September 30, 1997 and by merit
increases.  The Monroeville purchase accounted for an increase of 36
full time equivalent employees and for $287 thousand of the increase in
salary and employee benefits.  Net occupancy expense increased $32
thousand when compared to the same period in 1996, while furniture and
equipment expense increased $39 thousand.  Both increases are due
primarily to the Monroeville purchase.
     Other expenses include data processing fees for the trust
departments, FDIC insurance, insurance costs, accounting and legal fees,
stationery and supplies, credit card service fees, loan collection fees
and advertising.  Other non-interest expense in third quarter 1997
increased by $147 thousand, or 23.8 percent, due primarily to the
Monroeville purchase. 
     Income tax expense was $450 thousand for the third quarter of 1997,
compared to $354 thousand for the same period in 1996.  The increase in
income tax expense in 1997 compared to 1996 resulted primarily from an
increase in taxable income.  The increase in taxable income was due
primarily to the Monroeville purchase.

THE NINE MONTHS

   The Company recorded net income of $3.6 million, or $0.84 per share
during the first nine months of 1997 compared to net income in the first
nine months of 1996 of $2.4 million, or $0.79 per share.  Total interest
revenue increased by $5.1 million, or 36.6 percent, due to increased
volume in loans and investment securities and to the Monroeville
purchase.  Interest expense increased $2.2 million, or 38.4 percent, due
primarily to the Monroeville purchase.  Management provided $144
thousand for loan losses during the first nine months of 1997 compared

                                  19

to $167 thousand for the first nine months of 1996.
     Non-interest revenue was $2.2 million for the first nine months of
1997, compared to $1.9 million for the same period in 1996, an increase
of 18.7 percent.  Excluding securities gains and losses and the gain on
sale of other real estate owned, non-interest revenue increased by $447
thousand, of which $417 thousand is attributable to the Monroeville
purchase.
     Non-interest expense in the nine month period was $8.3 million in
1997, an increase of $1.7 million from 1996.  Excluding the Monroeville
purchase, non-interest expense increased by $28 thousand.  Salary and
employee benefits increased $951 thousand, or 26.4 percent, a
combination of merit increases and an increase in full time equivalent
employees due to the Monroeville purchase.  Other expense increased by
$434 thousand due primarily to the Monroeville purchase.  
     Income tax expense was $1.4 million for the first nine months of
1997, compared to $1.1 million for the same period in 1996.  The
increase in income tax expense in 1997 compared to 1996 resulted
primarily from higher levels of taxable income.  The increase in taxable
income was due primarily to the Monroeville purchase.

                                 20






Item 4. Submission of Matters to a Vote of Security Holders


Item 6. Exhibits and Reports on Form 8-K

(a)     Exhibits
        
(b)     Reports on Form 8-K

    There were no reports filed of Form 8-K for the three month period
ended September 30, 1997.






Pursuant to the requirement of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

                              SOUTH ALABAMA BANCORPORATION


11/14/1997                    /s/W. Bibb Lamar, Jr.           
Date                          W. Bibb Lamar, Jr.
                              President



11/14/1997                    /s/F. Michael Johnson          
Date                          F. Michael Johnson
                              Chief Financial Officer
                              

                                21




<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from SEC Form
10-Q and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               SEP-30-1997
<CASH>                                          17,627
<INT-BEARING-DEPOSITS>                             100
<FED-FUNDS-SOLD>                                 9,626
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                    101,935
<INVESTMENTS-CARRYING>                          11,140
<INVESTMENTS-MARKET>                            11,280
<LOANS>                                        201,586
<ALLOWANCE>                                    (2,609)
<TOTAL-ASSETS>                                 354,315
<DEPOSITS>                                     301,293
<SHORT-TERM>                                     5,892
<LIABILITIES-OTHER>                              2,532
<LONG-TERM>                                          0
                                0
                                          0
<COMMON>                                        43,914
<OTHER-SE>                                         684
<TOTAL-LIABILITIES-AND-EQUITY>                 354,315
<INTEREST-LOAN>                                 13,516
<INTEREST-INVEST>                                5,257
<INTEREST-OTHER>                                   404
<INTEREST-TOTAL>                                19,177
<INTEREST-DEPOSIT>                               7,790
<INTEREST-EXPENSE>                               7,977
<INTEREST-INCOME-NET>                           11,200
<LOAN-LOSSES>                                      144
<SECURITIES-GAINS>                                  24
<EXPENSE-OTHER>                                  8,288
<INCOME-PRETAX>                                  4,973
<INCOME-PRE-EXTRAORDINARY>                       3,574
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     3,574
<EPS-PRIMARY>                                      .84
<EPS-DILUTED>                                      .84
<YIELD-ACTUAL>                                    4.73
<LOANS-NON>                                        409
<LOANS-PAST>                                       100
<LOANS-TROUBLED>                                     0
<LOANS-PROBLEM>                                  1,755
<ALLOWANCE-OPEN>                                 2,600
<CHARGE-OFFS>                                      210
<RECOVERIES>                                        75
<ALLOWANCE-CLOSE>                                2,609
<ALLOWANCE-DOMESTIC>                             2,111
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                            498
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission