SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(b)
(Amendment No. 5)*
South Carolina Community Bancshares, Inc..
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
83689-10-8
(CUSIP Number)
December 31, 1998
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 5 Pages
<PAGE>
CUSIP NO 83689 10 8 Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON(ENTITIES ONLY)
The Community Federal Savings and Loan Association
Employee Stock Ownership Plan and Trust
IRS ID No. 57-1016105
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois chartered stock savings institution's employee benefit plan
organized in Illinois
NUMBER OF 5 SOLE VOTING POWER
SHARES 36,929
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 25,493
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 62,422
PERSON WITH 8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,422
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.8% of 578,716 shares of Common Stock outstanding as of December 31,
1998.
12 TYPE IN REPORTING PERSON*
EP
<PAGE>
CUSIP NO 83689 10 8 Page 3 of 5 Pages
Item 1(a). Name of Issuer:
South Carolina Community Bancshares, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
110 South Congress Street
Winnsboro, South Carolina 29180
Item 2(a). Name of Person Filing:
The Community Federal Savings and Loan Association Employee Stock
Ownership Plan and Trust Trustee: Quay W. McMaster, Richard H.
Burton and George W. Lauderdale Item
2(b). Address of Principal Business Office:
110 South Congress Street
Winnsboro, South Carolina 29180
Item 2(c). Citizenship or Place of Organization:
South Carolina
Item 2(d). Title of Class of Securities:
Common Stock, par value $.01 per share
Item 2(e). CUSIP Number:
83689 10 8
Item 3. If this Statement is Filed Pursuant To Rule 13d-1(b), or 13d-2(b)
or (c), Check Whether the Person Filing is a:
(f) [X] This person is an Employee Benefit Plan, Pension Fund
which is subject to the provisions of the Employee Retirement
Income Security Act of 1974; see 13d-1(b)(1)(ii)(F).
Item 4. Ownership:
As of December 31, 1998, the reporting person beneficially
owned 62,422 shares of the Issuer. This number of shares
represents 10.8% of the common stock, par value $.01 per shares,
of the Issuer, based upon 578,716 shares of such common stock
outstanding as of
<PAGE>
CUSIP NO 83689 10 8 Page 4 of 5 Pages
December 31, 1998. As of December 31, 1998, the reporting
person has sole power to vote or to direct the vote of 36,929
shares and shared power to vote or to direct the vote of 25,493
shares. The reporting person has sole power to dispose or to
direct the disposition of 62,422 shares of common stock.
Item 5. Ownership of Five Percent or Less of a Class:
Not applicable
Item 6. Ownership of More Than Five Percent on Behalf of Another Person:
Not applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company:
Not applicable
Item 8. Identification and Classification of Members of the Group:
The reporting person is an employee benefit plan subject to the
provisions of the Employee Retirement Income Security Act of 1974.
Item 9. Notice of Dissolution of Group:
Not applicable
Item 10. Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in the
ordinary course of business and 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.
<PAGE>
CUSIP NO 83689 10 8 Page 5 of 5 Pages
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 3, 1999 COMMUNITY FEDERAL SAVINGS
AND LOAN ASSOCIATION EMPLOYEE
STOCK OWNERSHIP PLAN AND
TRUST
/s/ Quay W. McMaster
____________________
Trustee