SOUTHTRUST CORP
S-4 POS, 1995-06-29
STATE COMMERCIAL BANKS
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<PAGE>   1

    As filed with the Securities and Exchange Commission on June 29, 1995
                                                       Registration No. 33-58301
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                              ___________________

                         POST-EFFECTIVE AMENDMENT NO. 1
                                       TO
                                    FORM S-4
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                              ___________________

                             SOUTHTRUST CORPORATION
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                  <C>                                    <C>
          DELAWARE                               6711                           63-0574085
(State of other jurisdiction         (Primary Standard Industrial            (I.R.S. Employer
incorporation or organization)        Classification Code Number)            Identification No.)
</TABLE>

                             420 NORTH 20TH STREET
                           BIRMINGHAM, ALABAMA 35203
                                 (205) 254-5000
  (Address, including zip code, and telephone number, including area code, of
                   registrant's principal executive offices)

                              ___________________

                               AUBREY D. BARNARD
                             SOUTHTRUST CORPORATION
                             420 NORTH 20TH STREET
                           BIRMINGHAM, ALABAMA 35203
                                 (205) 254-5000
 (Name, address, including zip code, and telephone number, including area code,
                             of agent for service)

                                With copies to:

      C. LARIMORE WHITAKER, ESQ.                   FRANK J. HAMMOND, III, ESQ.
     BRADLEY, ARANT, ROSE & WHITE                     WATKINS & EAGER PLLC
        1400 PARK PLACE TOWER                             P.O. BOX 650
           2001 PARK PLACE                          JACKSON, MISSISSIPPI 39205
      BIRMINGHAM, ALABAMA 35203                          (601) 948-6470
            (205) 521-8000                                               
     ____________________________                  ____________________________


================================================================================
<PAGE>   2

                    REMOVAL OF SECURITIES FROM REGISTRATION


      In connection with the merger (the "Merger") of CNB Capital Corp., a
Mississippi corporation and registered bank holding company ("CNB"), with
SouthTrust of Mississippi, Inc., a Mississippi corporation and wholly-owned
indirect subsidiary of SouthTrust Corporation, a Delaware corporation
("SouthTrust"), SouthTrust registered under a Registration Statement on Form
S-4 (Registration No. 33-58301) (the "Registration Statement") 510,001 shares
of Common Stock, par value $2.50 per share (the "Shares"), and 226,667 rights
to purchase 1/100th of one share of Series A Junior Participating Preferred
Stock (the "Rights").  Pursuant to the Merger, SouthTrust issued, and the
holders of shares of common stock of CNB received, 445,999 Shares and 198,222
Rights.

      Pursuant to Item 512(a)(3) of Regulation S-K, SouthTrust hereby files
this Post-Effective Amendment No. 1 to the Registration Statement to remove
from registration under such Registration Statement 64,002 Shares and 28,445
Rights.
<PAGE>   3
                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the registrant
has duly caused this Post-Effective Amendment No. 1 to this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Birmingham, State of Alabama, on June 29, 1995.


                                           SOUTHTRUST CORPORATION


                                   By:    /s/ WALLACE D. MALONE, JR.
                                      -------------------------------------
                                          Its Chairman of the Board of
                               Directors, Chief Executive Officer and President


     Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to this registration statement has been signed
below by the following persons in the capacities and on the dates indicated.


             Signature                     Title                      Date
             ---------                     -----                      ----

   /s/ WALLACE D. MALONE, JR.       Chairman, Chief Executive     June 29, 1995
- -------------------------------    Officer, President, Director               
       Wallace D. Malone, Jr.

   /s/ AUBREY D. BARNARD            Secretary, Treasurer and      June 29, 1995
- -------------------------------       Controller (Principal
       Aubrey D. Barnard            Accounting and Financial
                                            Officer)

              *                          Director                 June 29, 1995
- -------------------------------                                                 
      H. Allen Franklin

              *                          Director                 June 29, 1995
- -------------------------------                                                 
      Herbert Stockham

              *                          Director                 June 29, 1995
- -------------------------------                                                 
       Bill L. Harbert

              *                          Director                 June 29, 1995
- -------------------------------                                                 
        T. W. Mitchell

              *                          Director                 June 29, 1995
- -------------------------------                                                 
       William C. Hulsey

              *                          Director                 June 29, 1995
- -------------------------------                                                 
      John M. Bradford


                                      2

<PAGE>   4
             *                          Director                 June 29, 1995
- -------------------------------                                                
   Wm. Kendrick Upchurch, Jr.


             *                          Director                 June 29, 1995
- -------------------------------                                                
      Charles G. Taylor

             *                          Director                 June 29, 1995
- -------------------------------                                                
    Allen J. Keesler, Jr.


*  /s/ WILLIAM L. PRATER                Director                 June 29, 1995
- -------------------------------                                                
       William L. Prater
      as Attorney-in-fact


                                      3




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