<PAGE> 1
SOUTHTRUST CORPORATION
July 17, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Filings Desk
Ladies and Gentleman:
Pursuant to Rule 477 of Regulation C of the Securities Act of
1933, SouthTrust Corporation ("SouthTrust") hereby requests the withdrawal of
the following registration statement filed by Southern Bank Group, Inc.
("SBG") on Form S-8:
<TABLE>
<CAPTION>
Registration No. Date Number of Shares
---------------- ---- ----------------
<S> <C> <C>
33-86802 November 29, 1994 63,143 shares
</TABLE>
On June 30, 1995, SBG was merged with and into SouthTrust of
Georgia, Inc., a wholly owned subsidiary of SouthTrust, and SouthTrust assumed
the stock option plans of SBG previously registered by SBG pursuant to the
above listed Registration Statement. SouthTrust anticipates filing a
registration statement on Form S-8 with respect to the options assumed by
SouthTrust in connection with SouthTrust's acquisition of SBG. Accordingly,
SouthTrust requests that the above listed Registration Statement on Form S-8
be withdrawn and terminated.
SOUTHTRUST CORPORATION
By: /s/ William L. Prater
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William L. Prater
Its: Senior Vice President
