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Registration No. 333-26537
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
____________________________
THE COLONIAL BANCGROUP, INC.
(Exact name of Registrant as specified in its charter)
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<S> <C> <C>
Delaware 6711 63-0661573
(State of Incorporation) (Primary Standard Industrial (I.R.S. Employer Identification No.)
Classification Code Number)
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<S> <C>
One Commerce Street, Suite 800 (334) 240-5000
Montgomery, Alabama 36104 (Telephone No.)
(Address of principal executive offices)
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____________________________________________
W. Flake Oakley, IV
Secretary
Post Office Box 1108
Montgomery, Alabama 36101
(Name and address of agent for service)
Copies to:
Michael D. Waters, Esquire
Miller, Hamilton, Snider & Odom
One Commerce Street, Suite 802
Montgomery, Alabama 36104
Approximate date of commencement of proposed sale to the public: As soon
as practicable after the effective date of this Registration Statement.
If the securities being registered on this Form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box. [ ]
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The Colonial BancGroup, Inc. ("BancGroup") registered 887,895 shares of
its Common Stock on Form S-4, registration no. 333-26537, pursuant to the
acquisition of First Commerce Banks of Florida, Inc. ("First Commerce"), a
Florida corporation, including shares of BancGroup Common Stock to be issued
pursuant to the exercise of options and employee warrants of First Commerce
following the merger. Such registration was declared effective on May 14,
1997.
A total of 685,695 shares were issued in the merger on July 1, 1997
and 118,499 shares will be issued upon the exercise of options and employee
warrants of First Commerce following the merger. Pursuant to the undertaking
given by BancGroup in such registration statement in accordance with Regulation
S-K, item 512(a)(3), BancGroup hereby removes 83,701 shares from registration,
which represents the number of shares registered less the number of shares
issued in the merger and the number of shares reserved to be issued pursuant to
First Commerce options and employee warrants.
BancGroup will file a post effective amendment no. 2 on Form S-8 to
this registration statement respecting the issuance of 118,499 shares of
BancGroup Common Stock pursuant to First Commerce options and employee warrants
assumed in the merger and registered on this Form S-4 registration statement.
SIGNATURE
Pursuant to Regulation S-K, item 512(a)(3) and SEC Rule 478(a)(4), the
undersigned registrant hereby executes this post effective amendment to its
registration statement on Form S-4 to remove from registration certain shares
not issued and has caused this registration statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of
Montgomery, Alabama, on the 25th day of July, 1997.
THE COLONIAL BANCGROUP, INC.
By: /s/ W. Flake Oakley, IV
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W. Flake Oakley, IV
Chief Financial Officer and
Duly authorized agent for
service