SECURITY BANK HOLDING CO
8-K, 1997-08-11
STATE COMMERCIAL BANKS
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               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549


                            FORM 8-K


       Current Report Pursuant to Section 13 or 15(d) of
              the Securities Exchange Act of 1934


Date  of  Report (Date of earliest event reported):   August  11, 1997


                     Security Bank Holding Company
     (Exact Name of Registrant as specified in its charter)


Oregon                        0-27590                  93-0800253
(State or other             (Commission              (IRS Employer
jurisdiction                File Number)            Identification No.)
of incorporation)


       170 S. Second St., Coos Bay, Oregon                97420
     Address of Principal Executive Office               Zip Code

Registrant's telephone number including area code   541-267-5356



 (Former name or former address, if changed since last report)

<PAGE>

Item 5.  Other Events

     The registrant has filed a registration statement on Form S-
4  covering shares of the registrant's common stock to be  issued
in  connection  with  the  previously  announced  acquisition  of
Pacific  State  Bank, Reedsport, Oregon.  A  copy  of  the  press
release  announcing the filing of the registration  statement  is
attached as an exhibit to this report.


Item 7.  Financial Statements and Exhibits

     (a)  Financial statements of businesses acquired.

          Not Applicable

     (b)  Exhibits.

          The following exhibit is being filed herewith, and this
item constitutes the Exhibit Index:

          99   Press Release

<PAGE>
                           SIGNATURES

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

                              SECURITY BANK HOLDING COMPANY
                                   (Registrant)



Date:  August 11, 1997         By: /s/ Charles D. Brummel
                                   Charles D. Brummel
                                   President and Chief Executive Officer


<PAGE>

                          EXHIBIT  99




                 Security Bank Holding Company



                       **Press Release**

                     FOR IMMEDIATE RELEASE

                        August 11, 1997


Security Bank Holding Company (Nasdaq:SBHC) announced that it has
filed  a  preliminary registration statement with the  Securities
and  Exchange  Commission for the issuance  of  common  stock  in
connection  with the pending acquisition of Pacific  State  Bank.
The  prospectus filed as part of the registration statement will,
when  approved,  serve as a proxy statement  in  connection  with
solicitation  of  proxies  for the approval  of  the  acquisition
agreement  by  the  shareholders of Pacific State  Bank  and  the
shareholders  of Security Bank Holding Company.  The solicitation
of  proxies with respect to the approval of the agreement and any
offering of SBHC common stock will be made only by means  of  the
prospectus/proxy statement once it becomes available.


Contact:  Chuck Brummel
          President
          Security Bank Holding Company
          541-267-5356



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