SAVANNAH BANCORP INC
8-K, 1998-05-01
NATIONAL COMMERCIAL BANKS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

        Date of Report (Date if earliest event reported): April 24, 1998

                         Commission file number 0-18560


                           The Savannah Bancorp, Inc.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                               Georgia 58-1861820
                 ----------------------------- ---------------
         (State or other jurisdiction of (IRS Employer incorporation or
                        organization) identification No.)


                       25 Bull Street, Savannah, GA 31401
            --------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


                                  912-651-8200
           ----------------------------------------------------------
              (Registrant's telephone number, including area code)


                                 Not Applicable
           -----------------------------------------------------------
                         (Former Name or Former Address,
                          If Changed Since Last Report)



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<PAGE>


ITEM FIVE. OTHER EVENTS

On April 24,  1998,  The  Savannah  Bancorp,  Inc.  made its  regular  quarterly
earnings  release  and  included an  announcement  of a delay in the merger with
Bryan Bancorp of Georgia,  Inc. The press  release  included the reasons for the
delay in the merger.


EXHIBIT 99

The full  narrative  content of the press  release  issued on April 24,  1998 is
included as Exhibit 99 to this Form 8-K filing.








                                   SIGNATURES
                                ----------------

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


                                                   The Savannah Bancorp, Inc.

Date:  5/1/98                                      By: /s/ Archie H. Davis
       -------                                          ----------------------
                                                            President


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<PAGE>


EXHIBIT 99




                           The Savannah Bancorp, Inc.

Earnings Release                           For More Information please contact:
April 24, 1998                             Archie H. Davis, President & CEO
For release: Immediately                   Savannah, Georgia
                                           912 / 651-8200

           Savannah Announces 27% Earnings Increase, Dividend Increase
                  and a Delay in Its Merger with Bryan Bancorp

The Savannah Bancorp, Inc., the bank holding company for The Savannah Bank, N.A.
located in Savannah,  Georgia,  announces  record first  quarter  earnings.  Net
income for the first quarter was $466,000 or $.26 per diluted share, compared to
prior year net income of $367,000 or $.20 per diluted share,  an increase of 27%
in earnings and 30% in diluted earnings per share.

Deposits increased $24.4 million,  or 20%, to $146.4 million and loans increased
$17.0  million,  or  18%,  to  $105.6  million  at  March  31,  1998  and  1997,
respectively.  Total  assets  were  $167.4  million as of March 31,  1998.  This
represents an increase of 20% over March 31, 1997.

Asset quality remains strong with only $20,000 in non-performing assets at March
31, 1998.

The Board, at its regular quarterly  meeting held April 20, 1998,  increased the
regular  quarterly  cash  dividend  to ten cents per share  from four  cents per
share.  The record date for the cash  dividend is May 1, and the  dividends  are
payable on May 18.

The Board also approved a delay in filing the  Registration  Statement  with the
Securities and Exchange Commission for the merger with Bryan Bancorp of Georgia,
Inc.  (Bryan),  pending  resolution of  differences  with a director who is also
Chairman of Bryan and owns 8.6 percent of its outstanding stock.

All the directors of Bryan, with the exception of this director,  have signed an
affiliate  agreement  which imposes  certain  restrictions on the ability of the
Board and shareholders  with greater than 5% stock ownership to dispose of their
stock. The refusal of this director to sign an affiliate  agreement could impact
the pooling-of-interests accounting method which is a condition to the merger.

The Boards of Bryan and Savannah have reaffirmed  their intent to consummate the
merger and will move forward with the  transaction  when this director  signs an
affiliate  agreement or the parties are otherwise  able to consummate the merger
as agreed.

The Savannah  Board also approved  holding the regular 1998 Annual  Shareholders
Meeting on June 16, 1998 to re-elect directors.  A special  shareholders meeting
will be held to vote on the Bryan merger at a later date.

The Savannah  Bancorp,  Inc. is listed on The Nasdaq  National  Market under the
symbol SAVB. See the accompanying See the accompanying  financial highlights for
additional financial  information.financial  highlights for additional financial
information.  inancial information.financial highlights for additional financial
information.

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