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<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1 )
Society Corporation
------------------------------------------
(NAME OF ISSUER)
Common
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(TITLE OF CLASS OF SECURITIES)
833663305
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(CUSIP NUMBER)
CHECK THE FOLLOWING BOX IF A FEE IS BEING PAID WITH THIS STATEMENT /x/
Page 1 of 7
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<TABLE>
<S> <C>
(1) Names of Reporting Persons S.S. or I.R.S. Wachovia Corporation
Identification Nos. of Above Persons 56-1473727
(2) Check the Appropriate Box if a Member of a Group (See (A) N/A
Instructions) (B) N/A
(3) SEC Use Only
(4) Citizenship or Place of Organization North Carolina
Number of Shares (5) Sole Voting Power 7,144.00
Beneficially (6) Shared Voting Power 9,153,975.00
Owned by Each (7) Sole Dispositive Power 7,344.00
Reporting Person (8) Shared Dispositive Power 600.00
With
(9) Aggregate Amount Beneficially Owned by Each Reporting 9,161,719.00
Person
(10) Check if Aggregate Amount in Row 9 Excludes Certain
Shares
(See Instructions)
(11) Percent of Class Represented by Amount in Row 9
7.8%
(12) Type of Reporting Person
(See Instructions) HC/Trustee
</TABLE>
Page 2 of 7
<PAGE> 3
<TABLE>
<S> <C>
(1) Names of Reporting Persons S.S. or I.R.S. Wachovia Bank of North Carolina, NA
Identification Nos. of Above Persons 56-0927594
(2) Check the Appropriate Box if a Member of a Group (See (A) N/A
Instructions) (B) N/A
(3) SEC Use Only
(4) Citizenship or Place of Organization United States
Number of Shares (5) Sole Voting Power 7,144.00
Beneficially (6) Shared Voting Power 9,141,975.00
Owned by Each (7) Sole Dispositive Power 7,144.00
Reporting Person (8) Shared Dispositive Power 600.00
With
(9) Aggregate Amount Beneficially Owned by Each Reporting
Person 9,149,719.00
(10) Check if Aggregate Amount in Row 9 Excludes Certain
Shares
(See Instructions)
(11) Percent of Class Represented by Amount in Row 9
7.8%
(12) Type of Reporting Person
(See Instructions) Bank/Trustee
</TABLE>
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<PAGE> 4
<TABLE>
<S> <C>
ITEM 1 (A) NAME OF ISSUER:
Society Corporation
ITEM 1 (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
127 Public Square
Cleveland, OH 44114-1306
ITEM 2 (A) NAME OF PERSON FILING:
A. Wachovia Corporation
B. Wachovia Bank of North Carolina
ITEM 2 (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
A. 301 North Main Street
Winston-Salem, North Carolina 27150-3099
B. 301 North Main Street
Winston-Salem, North Carolina 27150-3099
ITEM 2 (C) CITIZENSHIP:
A. North Carolina
B. United States
ITEM 2 (D) TITLE OF CLASS OF SECURITIES:
Common
ITEM 2 (E) CUSIP NUMBER:
ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-3(B), CHECK WHETHER THE PERSON
FILING IS A:
(A) ( ) BROKER OR DEALER REGISTERED UNDER SECTION 15 OF THE ACT
(B) (X) BANK AS DEFINED IN SECTION 3(A)(6) OF THE ACT
(Wachovia Bank of North Carolina, NA)
(C) ( ) INSURANCE COMPANY AS DEFINED IN SECTION 3(A)(19) OF THE ACT
(D) ( ) INVESTMENT COMPANY REGISTERED UNDER SECTION 8 OF THE INVESTMENT COMPANY ACT
(E) ( ) INVESTMENT ADVISER REGISTERED UNDER SECTION 203 OF THE INVESTMENT ADVISERS ACT OF
1940
</TABLE>
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<PAGE> 5
<TABLE>
<S> <C> <C>
(F) ( ) EMPLOYEE BENEFIT PLAN, PENSION FUND WHICH IS SUBJECT TO THE PROVISIONS OF THE
EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR ENDOWMENT FUND; SEE
240.13D-1(B)(1)(II)(F)
(G) (X) PARENT HOLDING COMPANY, IN ACCORDANCE WITH 240.13D-1(B)(II)(G) (NOTE: SEE ITEM 7)
(Wachovia Corporation)
(H) ( ) GROUP, IN ACCORDANCE WITH 240.13D-1(B)(1)(II)(H)
</TABLE>
ITEM 4 OWNERSHIP.
IF THE PERCENT OF THE CLASS OWNED, AS OF DECEMBER 31 OF THE
YEAR COVERED BY THE STATEMENT, OR AS OF THE LAST DAY OF ANY
MONTH DESCRIBED IN RULE 13D-1 (B)(2), IF APPLICABLE, EXCEEDS
FIVE PERCENT, PROVIDE THE FOLLOWING INFORMATION AS OF THAT
DATE AND IDENTIFY THOSE SHARES WHICH THERE IS A RIGHT TO
ACQUIRE.
<TABLE>
<S> <C> <C>
A. WACHOVIA CORPORATION
(A) AMOUNT BENEFICIALLY OWNED: 9,161,719.00
--------------
(B) PERCENT OF CLASS: 7.8%
--------------
(C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE 7,144.00
---------------
(II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE 9,153,975.00
---------------
(III) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 7,344.00
---------------
(IV) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 600.00
---------------
B. WACHOVIA BANK OF NORTH CAROLINA, NA
(A) AMOUNT BENEFICIALLY OWNED: 9,149,719.00
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(B) PERCENT OF CLASS: 7.8%
--------------
(C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE 7,144.00
---------------
(II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE 9,141,975.00
---------------
(III) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 7,144.00
---------------
(IV) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 600.00
---------------
</TABLE>
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<PAGE> 6
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
N/A
ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
N/A
ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
The securities to which this report relates are held by
Wachovia Bank of North Carolina, NA, Wachovia Bank of Georgia,
NA and The South Carolina National Bank as trustees. This
filing should not be construed as an admission that the
trustees or their parent, Wachovia Corporation, are, for the
purposes of Section 13(d) or 13(g) of the Act, beneficial
owner of any securities covered by this statement.
ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
N/A
ITEM 9 NOTICE OF DISSOLUTION OF GROUP.
N/A
ITEM 10 CERTIFICATION:
BY SIGNING BELOW, I CERTIFY THAT, TO THE BEST OF MY KNOWLEDGE
AND BELIEF, THE SECURITIES REFERRED TO ABOVE WERE NOT ACQUIRED
FOR THE PURPOSE OF AND DO NOT HAVE THE EFFECT OF CHANGING OR
INFLUENCING THE CONTROL OF THE ISSUER OF SUCH SECURITIES AND
WERE NOT ACQUIRED IN CONNECTION WITH OR AS A PARTICIPANT IN
ANY TRANSACTION HAVING SUCH PURPOSES OR EFFECT.
SIGNATURE
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND
BELIEF, I CERTIFY THAT THE INFORMATION SET FORTH IN THIS
STATEMENT IS TRUE, COMPLETE AND CORRECT.
DATE: February 14, 1994
FOR: Wachovia Corporation
BY: /s/ Hugh M. Durden
--------------------------------------------
Hugh M. Durden, Executive Vice President
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<PAGE> 7
CERTIFICATION:
BY SIGNING BELOW, I CERTIFY THAT, TO THE BEST OF MY KNOWLEDGE AND
BELIEF, THE SECURITIES REFERRED TO ABOVE WERE NOT ACQUIRED FOR
THE PURPOSE OF AND DO NOT HAVE THE EFFECT OF CHANGING OR
INFLUENCING THE CONTROL OF THE ISSUER OF SUCH SECURITIES AND WERE
NOT ACQUIRED IN CONNECTION WITH OR AS A PARTICIPANT IN ANY
TRANSACTION HAVING SUCH PURPOSES OR EFFECT.
SIGNATURE
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND
BELIEF, I CERTIFY THAT THE INFORMATION SET FORTH IN THIS
STATEMENT IS TRUE, COMPLETE AND CORRECT.
DATE: February 14, 1994
FOR: Wachovia Bank of North Carolina, NA
BY: /s/ Marianne B. Price
----------------------------------------
Marianne B. Price, Senior Vice President
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