FORM 11-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
The First Financial Holdings, Inc. Sharing Thrift Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
First Financial Holdings, Inc.
34 Broad Street
Charleston, SC 29401
THE PLAN IS SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974,
AS AMENDED ("ERISA"). IN ACCORDANCE WITH ITEM NO. 4 OF REQUIRED
INFORMATION, THE PLAN FINANCIAL STATEMENTS AND SCHEDULES ATTACHED HERETO
WERE PREPARED IN ACCORDANCE WITH THE FINANCIAL REPORTING REQUIREMENTS OF
ERISA.
<PAGE>
FIRST FINANCIAL HOLDINGS, INC.
SHARING THRIFT PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 1997 and 1996
CONTENTS
Page(s)
Independent Auditors' Report 1
Financial Statements for 1997 and 1996:
Statements of Net Assets Available for Benefits,
With Fund Information 2
Statements of Changes in Net Assets Available for
Benefits, With Fund Information 3-4
Notes to Financial Statements 5-11
Schedules Supporting 1997 Financial Statements:
Schedule I - Assets Held for Investment Purposes -
Item 27a 12
Schedule II - Summary of Reportable Transactions -
Item 27d 13
Signature 14
Independent Auditors' Consent 15
<PAGE>
Independent Auditors' Report
The Plan Trustees
First Financial Holdings, Inc. Sharing Thrift Plan
We have audited the accompanying statements of net assets available for
benefits, with fund information, of First Financial Holdings, Inc. Sharing
Thrift Plan (the "Plan") as of December 31, 1997 and 1996 and the related
statements of changes in net assets available for benefits, with fund
information, for the years then ended. These financial statements are the
responsibility of the Trustees of the Plan. 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 audits 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, with fund
information, as of December 31, 1997 and 1996, and the changes in net
assets available for benefits, with fund information, for the years then
ended in conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplementary information
included in Schedules I and II is presented for purposes of additional
analysis and is not a required part of the basic financial statements, but
is supplementary information required by the Department of Labor's Rules
and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. These supplemental schedules are the
responsibility of the Trustees of the Plan. The Fund Information in the
statements of net assets available for benefits and the statements of
changes in net assets available for benefits is presented for purposes of
additional analysis rather than to present the net assets available for
plan benefits and changes in net assets available for benefits of each
fund. The supplemental schedules and Fund Information have 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.
MCLAIN, MOISE & ASSOCIATES, PC
June 24, 1998
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL HOLDINGS, INC.
SHARING THRIFT PLAN
Statements of Net Assets Available for Benefits, With Fund Information
December 31, 1997 and 1996
December 31, 1997
<S> <C> <C> <C> <C> <C> <C> <C>
Equity Fixed Stock Growth Bond Loan
Fund Fund Fund Fund Fund Fund Total
Assets:
Investments, at fair
value $7,541,278 $3,269,673 $21,102,703 $4,349,696 $301,845 $ - $36,565,195
Employer
contributions
receivable 75,547 33,896 222,854 74,102 8,302 - 414,701
Loans receivable
from participants - - - - - 254,140 254,140
Net assets available
for benefits $7,616,825 $3,303,569 $21,325,557 $4,423,798 $310,147 $ 254,140 $37,234,036
December 31, 1996
Equity Fixed Stock Growth Bond Loan
Fund Fund Fund Fund Fund Fund Total
Assets:
Investments, at fair
value $5,746,952 $3,358,579 $ 8,341,630 $3,085,512 $325,526 - $20,858,199
Employer
contributions
receivable 55,291 31,767 157,800 45,896 8,030 - 298,784
Loans receivable
from participants - - - - - 224,166 224,166
Net assets available
for benefits $5,802,243 $3,390,346 $ 8,499,430 $3,131,408 $333,556 $ 224,166 $21,381,149
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL HOLDINGS, INC.
SHARING THRIFT PLAN
Statement of Changes in Net Assets Available for Benefits, With Fund Information
Year Ended December 31, 1997
<S> <C> <C> <C> <C> <C> <C> <C>
Equity Fixed Stock Growth Bond Loan
Fund Fund Fund Fund Fund Fund Total
Additions to net assets
attributable to:
Investment income:
Net appreciation
in fair value
of investments $1,083,850 $ - $11,839,631 $ 640,073 $ 2,905 $ - $13,566,459
Interest - 188,681 5,533 - 20,746 26,717 241,677
Dividends 242,007 - 284,457 32,983 - - 559,447
Total investment
income 1,325,857 188,681 12,129,621 673,056 23,651 26,717 14,367,583
Contributions :
Participants 387,501 163,381 208,847 330,816 28,188 - 1,118,733
Cafeteria
credits - 47,044 - - - - 47,044
Employer match - - 582,831 - - - 582,831
Employer profit
sharing 267,480 134,268 145,602 238,579 31,607 - 817,536
Total
contributions 654,981 344,693 937,280 569,395 59,795 - 2,566,144
Total
additions 1,980,838 533,374 13,066,901 1,242,451 83,446 26,717 16,933,727
Deductions from net
assets attributable to:
Benefits and
withdrawals paid
to participants 226,158 226,790 423,151 149,039 7,872 - 1,033,010
Administrative
fees 19,513 10,090 11,616 10,899 858 - 52,976
Total
deductions 245,671 236,880 434,767 159,938 8,730 - 1,085,986
Net increase prior to
transfers 1,735,167 296,494 12,632,134 1,082,513 74,716 26,717 15,847,741
Transfers:
Rollover contributions 2,064 - 1,022 12 2,048 - 5,146
Interfund transfers 77,351 (383,271) 192,971 209,865 (100,173) 3,257 -
Total
transfers 79,415 (383,271) 193,993 209,877 (98,125) 3,257 5,146
Net increase
(decrease) 1,814,582 (86,777) 12,826,127 1,292,390 (23,409) 29,974 15,852,887
Net assets available for benefits:
Beginning of year 5,802,243 3,390,346 8,499,430 3,131,408 333,556 224,166 21,381,149
End of year $7,616,825 $3,303,569 $21,325,557 $4,423,798 $310,147 $254,140 $37,234,036
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL HOLDINGS, INC.
SHARING THRIFT PLAN
Statement of Changes in Net Assets Available for Benefits, With Fund Information
Year Ended December 31, 1996
<S> <C> <C> <C> <C> <C> <C> <C>
Equity Fixed Stock Growth Bond Loan
Fund Fund Fund Fund Fund Fund Total
Additions to net assets
attributable to:
Investment income:
Net appreciation
in fair value
of investments $ 573,606 $ - $1,186,807 $ 235,091 $ - $ - $ 1,995,504
Interest - 204,970 6,887 - 10,839 24,289 246,985
Dividends 190,409 - 241,293 173,930 - - 605,632
Total investment
income 764,015 204,970 1,434,987 409,021 10,839 24,289 2,848,121
Contributions:
Participants 321,546 174,920 193,902 232,995 33,205 - 956,568
Cafeteria
credits - 45,111 - - - - 45,111
Employer match - - 462,436 - - - 462,436
Employer profit
sharing 214,558 135,988 129,137 159,528 32,521 - 671,732
Total
contributions 536,104 356,019 785,475 392,523 65,726 - 2,135,847
Total
additions 1,300,119 560,989 2,220,462 801,544 76,565 24,289 4,983,968
Deductions from net
assets attributable to:
Benefits and
withdrawals paid
to participants 479,492 570,181 1,163,086 123,701 21,766 - 2,358,226
Administrative
fees 21,496 15,226 19,214 10,447 1,335 - 67,718
Total
deductions 500,988 585,407 1,182,300 134,148 23,101 - 2,425,944
Net increase
(decrease) prior to
transfers 799,131 (24,418) 1,038,162 667,396 53,464 24,289 2,558,024
Transfers:
Rollover
contributions 4,383 - - 2,921 - - 7,304
Interfund transfers 99,189 (274,635) 32,030 186,965 (33,005) (10,544) -
Total
transfers 103,572 (274,635) 32,030 189,886 (33,005) (10,544) 7,304
Net increase
(decrease) 902,703 (299,053) 1,070,192 857,282 20,459 13,745 2,565,328
Net assets available for benefits:
Beginning of year 4,899,540 3,689,399 7,429,238 2,274,126 313,097 210,421 18,815,821
End of year $5,802,243 $3,390,346 $8,499,430 $3,131,408 $333,556 $224,166 $21,381,149
See accompanying notes to financial statements.
</TABLE>
<PAGE>
FIRST FINANCIAL HOLDINGS, INC.
SHARING THRIFT PLAN
Notes to Financial Statements
Years Ended December 31, 1997 and 1996
1. DESCRIPTION OF PLAN
The following description of First Financial Holdings, Inc. (the
"Company") Sharing Thrift Plan (the "Plan") provides only general
information. Participants should refer to the Plan agreement for a
more complete description of the Plan's provisions. The Company is the
holding company for First Federal Savings and Loan Association of
Charleston, South Carolina and subsidiaries (First Federal) and Peoples
Federal Savings and Loan Association in Conway, South Carolina and
subsidiaries (Peoples Federal) (together the "Thrifts").
The Plan is administered by a Committee of Trustees appointed by the
Company s Board of Directors. The Committee contracts with an outside
service organization for certain participant account record-keeping and
administrative services.
A. GENERAL
The Plan is a defined contribution plan consisting of both a tax-
deferred 401(k) program and a tax-deferred profit sharing program.
The Plan covers all eligible hourly and salaried employees of the
Company and its subsidiaries. Employees who have completed six
months of service and who are expected to complete a year of
service are eligible to make tax-deferred contributions.
Employees, 21 years of age and older, who have completed a year of
service in which they worked at least 1,000 hours are eligible to
receive profit sharing contributions. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
B. CONTRIBUTIONS
The Plan permits eligible participants to contribute a maximum of
15% of their annual compensation (as defined and not to exceed
limitations prescribed by law).
The Company matches part or all of the participants tax-deferred
contributions up to 5% of the participant's base compensation, and
makes a profit sharing contribution up to 6% of the participant's
base compensation. Company contributions are made quarterly. The
percentage for the Company's matching and profit sharing
contributions is determined for each of the Thrifts based on the
individual Thrift's annualized return on equity as of the beginning
of the quarter as follows:
Match and
Profit Sharing
Return on Equity Percentages
Less than 4% 0%
4% to less than 8% 25%
8% to less than 12% 50%
12% to less than 16% 75%
16% or more 100%
The Plan currently provides that regardless of the return on
equity, each eligible employee will receive a profit sharing
contribution equal to at least 1% of their base compensation on an
annual basis. However, profit sharing contributions can be changed
in amount or suspended at any time.
C. PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's
contribution and allocations of (a) the Company's contributions
and, (b) Plan earnings, and charged with an allocation of
administrative expenses. Allocations are based on participant
earnings or account balances, as defined. Forfeited balances of
terminated participants' nonvested accounts are in addition to
Company contributions. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's
vested account.
D. VESTING
The participant contributions and Company-match contributions are
immediately vested. The participants vest in the profit sharing
contributions at 10% per year for the first four years and at 20%
per year thereafter, until fully vested at seven years, or upon
their earlier death, disability or retirement at age 65 or older.
E. INVESTMENT OPTIONS
Upon enrollment in the Plan, participating employees may elect for
their contributions and allocated employer profit sharing
contributions to be invested in any of five investment funds as
follows:
PARTICIPANT-DIRECTED FUNDS:
- The Equity Fund is an unsegregated diversified managed fund
invested in equity investments selected by the Trustees.
During 1997 and 1996 the Equity Fund was invested in the
Fidelity Puritan Fund.
- The Fixed Fund consists of investments in certificates of
deposit and/or interest-bearing deposit accounts of the
Thrifts.
- The Stock Fund invests in common stock of First Financial
Holdings, Inc. Investments in the Stock Fund are generally not
available for transfer to other investment options. A one-time
transfer is permitted as described below.
- The Growth Fund is an unsegregated diversified managed balanced
fund that seeks to provide long-term growth of capital. During
1997 and 1996 the Growth Fund was invested in the Fidelity
Value Fund.
- The Bond Fund is an unsegregated diversified managed fixed
income fund that invests primarily in investment grade bonds
and seeks to provide a high level of current income consistent
with the maintenance of principal and liquidity. During 1997
and 1996 the Bond Fund was invested in the Fidelity
Intermediate Bond Fund.
NONPARTICIPANT-DIRECTED FUNDS: The Company's matching contributions
are invested in common stock of First Financial Holdings, Inc.
Information is not available to report separate participant-
directed and nonparticipant-directed stock investment fund
activity.
During 1997 and 1996, participants could change their investment
options quarterly.
F. LOANS RECEIVABLE FROM PARTICIPANTS
Participants may borrow from the Plan after one year of
participation. A participant must borrow at least $2,500 with the
maximum amount being the lesser of (1) $50,000 less any outstanding
balance on Plan loans over the last 12 months, or (2) the greater
of $10,000 or one-half of the participant's Plan account balance.
Generally, Plan loans are limited to one-half of the Participant's
Plan account balance. In addition, the amounts invested in the
Stock Fund are not available for borrowing.
G. PAYMENT OF BENEFITS
On termination of service due to death, disability or retirement, a
participant will receive the value of the participant's vested
interest in his or her account. A participant is no longer
eligible to participate in the Plan after retirement or
termination.
A participant may also receive a hardship distribution upon meeting
certain immediate financial need requirements and receiving
approval of the Plan's Trustees.
2. SUMMARY OF ACCOUNTING POLICIES
A. BASIS OF ACCOUNTING
The financial statements of the Plan are prepared under the accrual
method of accounting. The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the
reported amounts of assets, liabilities, and changes therein, and
disclosure of contingent assets and liabilities. Actual results
could differ from those estimates.
B. INVESTMENT VALUATION AND INCOME RECOGNITION
The Plan's investments are stated at fair value. Shares of
registered investment companies are valued at quoted market prices
which represent the net asset value of shares held by the Plan at
year end. The First Financial Holdings, Inc. stock in the Stock
Fund is valued at the average of the bid and asked quoted market
price. Loans receivable from participants are valued at cost which
approximates fair value.
Purchases and sales of securities are recorded on a trade-date
basis. Interest income is recorded on the accrual basis.
Dividends are recorded on the ex-dividend date.
C. PAYMENT OF BENEFITS AND WITHDRAWALS
Benefits are recorded when paid. Vested account balances
attributable to terminated employees at December 31, 1997 and 1996,
which were paid in the subsequent year, were $400,000 and $176,000,
respectively. Certain of these amounts represent benefit claims
that had been processed and approved for payment prior to year end,
but were disbursed in 1998 subsequent to allocating the fourth
quarter employer profit sharing and matching contribution.
Amounts allocated to withdrawing participants may be recorded on
the Form 5500 for benefit claims that have been processed and
approved for payment prior to December 31 but not yet paid as of
that date.
3. INVESTMENTS
Plan assets are held in a trust established pursuant to an agreement
between the Company and the Trustees, who are officers of the Company
or Thrifts. The Trustees direct the investment activities of the trust
and have full discretionary authority for the purchase and sale of
investments, subject to the participants' investment elections and
certain other specified limitations. The fair values of the
investments of the trust at December 31, 1997 and 1996, were as
follows:
1997 1996
Cash demand deposits held by:
First Financial Holdings, Inc. $ 90,758 $ 63,687
Mutual Funds:
Fidelity Puritan Fund 7,541,278 5,746,952
Fidelity Intermediate Bond Fund 301,845 325,526
Fidelity Value Fund 4,349,696 3,085,512
Certificates of deposit accounts:
First Federal or Peoples Federal 3,178,915 3,314,222
Equity securities:
First Financial Holdings, Inc.,
common stock 21,102,703 8,322,300
Total investments $ 36,565,195 $ 20,858,199
Certificates of deposit at December 31, 1997 consisted of amounts on
deposit with the Thrifts with interest rates ranging from 5.4% to
8.35%, with original maturities of fifteen months to five years.
During 1997 and 1996, the Plan's mutual funds appreciated in value in
the amounts of $1,726,828 and $808,697, respectively. During 1997 and
1996, the Plan's equity securities appreciated in value in the amounts
of $11,839,631 and $1,186,807, respectively. These amounts represent
the total of the net realized gain or loss from investment transactions
and the net unrealized appreciation or depreciation of investments.
The method used in calculating realized gains and losses is based on
average net cost.
The investments of the Stock Fund on the Statements of Net Assets
Available for Benefits, include certain invested cash to be used for
future purchases of equity securities.
4. CONTRIBUTIONS
The Thrift's quarterly return on equity resulted in the following
estimated average employer matching contributions (for those
participants contributing at least 5%) and employer profit sharing
contributions.
1997 1996
Employer matching contributions:
First Federal 4.38% 3.75%
Peoples Federal 3.75% 3.75%
Employer profit sharing contributions:
First Federal 5.25% 4.50%
Peoples Federal 4.50% 4.50%
These estimates represent the multiplication of the average return on
beginning equity percentages (in accordance with the schedule in Note
1.B.) times the 5% maximum matching percentage and 6% profit sharing
percentage, respectively.
Contributions receivable at December 31, 1997 and 1996 represent the
employer s matching and profit sharing contributions for the previous
fourth quarter.
5. RELATED PARTY TRANSACTIONS
The Trustees select the investment options available to the
participants. Officers of the Company initiate transactions to
purchase and sell common stock of the Company and purchase and redeem
certificates of deposit for the Plan. Common stock transactions are at
market value by registered investment brokers.
Expenses incurred in connection with the administration of the Plan are
paid by the Plan. Administrative expenses paid by the Plan during 1997
and 1996 amounted to $52,976 and $67,718, respectively.
6. TAX STATUS
The Internal Revenue Service has previously informed the Plan's
administrators that the Plan is qualified under Sections 401(a) and
401(k) of the Internal Revenue Code, and of the exempt status of the
trust under Section 501(a) of the Code.
The Plan obtained its latest determination letter on May 20, 1996 in
which the IRS stated that the Plan, as then designed, was in compliance
with the applicable requirements of the Internal Revenue Code.
Further, the continued qualification of the Plan is dependent on its
effect in operations. The Plan administrator and the Plan's legal
counsel believe that the Plan is currently designed and being operated
in compliance with the applicable requirements of the Internal Revenue
Code. Therefore, they believe that the Plan was qualified and that the
related trust was tax exempt as of the financial statement date.
7. AMENDMENTS TO THE PLAN
The Plan was amended during 1993 through 1998 for certain technical
requirements of the Unemployment Compensation Amendment Act of 1992,
Omnibus Budget Reconciliation Act of 1993 and Tax Reform Act of 1986,
as well as resolutions of the Trustees.
In connection with the Company s acquisition of Investors Savings Bank
of S.C. (Investors) on November 7, 1997, the Plan has been expanded
effective January 1, 1998, to admit as participants on January 1, 1998
any Investors employees as of October 15, 1997, who are employed by
the Company on December 31, 1997. All previous qualifying service with
Investors will qualify as service under the Plan for vesting purposes.
Effective July 1, 1997 any participant, who has attained 10 years of
service and 50 years of age, may make a one-time transfer of amounts
held in their Stock Fund to other investment funds. In the event of
this transfer, a 12 month waiting period will be in effect for further
investments in the Stock Fund.
Also effective July 1, 1997 special eligibility provisions permitted
certain part-time employees to participate in the Plan.
8. 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 percent vested in
their accounts.
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL HOLDINGS, INC.
SHARING THRIFT PLAN
Schedule I
Assets Held for Investment Purposes - Item 27a
December 31, 1997
<S> <C> <C> <C>
Identity of issue, borrower, Description of Current
lessor, or similar party investment Cost Value
Cash on deposit with:
First Federal or Peoples Federal* 4.25% Interest-
bearing deposits $ 90,758 $ 90,758
Mutual Funds:
Fidelity Puritan Fund 389,249 Units 7,541,278 7,541,278
Fidelity Intermediate Bond Fund 29,720 Units 301,845 301,845
Fidelity Value Fund 80,447 Units 4,349,696 4,349,696
Certificates of deposit:
First Federal or Peoples Federal* Maturing 1998 - 2001
5.4% to 8.35% 3,178,915 3,178,915
Common stock:
First Financial Holdings, Inc.* 794,454 shares of
common stock** 5,961,129 21,102,703
Total investments on balance sheet 21,423,621 36,565,195
Loans due from participants Bearing various
interest rates and
maturities 254,140 254,140
Total investments $21,677,761 $36,819,335
* Party-in-interest to the Plan.
** First Financial Holdings, Inc.declared a two-for-one stock split on February 26,
1998, for stockholders of record on March 13, 1998, to be paid on March 27, 1998.
The total number of shares held by the Plan has been retroactively restated.
See accompanying independent auditors' report.
</TABLE>
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<TABLE>
<CAPTION>
FIRST FINANCIAL HOLDINGS, INC.
SHARING THRIFT PLAN
Schedule II
Schedule of Reportable Transactions - Item 27d
Year Ended December 31, 1997
<S> <C> <C> <C> <C> <C>
Sales
Description Net Gain
Identity of Party Involved of Assets Purchases Proceeds Cost (Loss)
First Federal or Peoples Certificates
Federal* of deposits $ 745,000 $ 880,307 $ 880,307 $ -
First Financial Holdings* Common Stock $ 1,300,988 $ 166,579 $ 64,036 $ 102,543
*Party-in-interest to the Plan
See accompanying independent auditors' report.
</TABLE>
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Tustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
First Financial Holdings, Inc.
Sharing Thrift Plan
Date: June 25, 1998 By: /s/ A. Thomas Hood
A. Thomas Hood
Member of The First Financial Holdings,
Inc. Sharing Thrift Plan Committee
<PAGE>
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
First Financial Holdings, Inc.
We consent to the inclusion of our report dated June 24, 1998, relating to
our audit of the First Financial Holdings, Inc. Sharing Thrift Plan
Statements of Net Assets Available for Benefits, With Fund Information as
of December 31, 1997 and 1996, and the related Statements of Changes in Net
Assets for Benefits, With Fund Information for the years ended December 31,
1997 and 1996, which report appears in the Form 11-K of First Financial
Holdings, Inc. dated June 25, 1998.
MCLAIN, MOISE & ASSOCIATES, PC
Charleston, South Carolina
June 24, 1998
