COLONIAL BANCGROUP INC
8-K, 2000-03-01
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):  February 16, 2000


                          THE COLONIAL BANCGROUP, INC.
             (Exact name of registrant as specified in the charter)


<TABLE>
<S>                           <C>                        <C>
       Delaware                     1-13508                    63-0661573
(State of Incorporation)      (Commission File No.)      (IRS Employer I.D. No.)
</TABLE>

<TABLE>
          <S>                                                  <C>
          Colonial Financial Center, Suite 800
          One Commerce Street, Montgomery, Alabama               36104
          (Address of Principal Executive Office)              (Zip code)
</TABLE>


        Registrant's telephone number, including area code: 334-240-5000

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ITEM 5. OTHER EVENTS

COLONIAL BANK TO SELL SUBSTANTIAL PORTION
OF ITS MORTGAGE SERVICING PORTFOLIO

         MONTGOMERY, AL -- Robert E. Lowder, Chairman and Chief Executive
Officer of Colonial Bank announced today that it has reached an agreement in
principle to sell approximately $9 billion in principal value of its mortgage
servicing portfolio to a third party. This sale in conjunction with other
pending transactions will reduce the bank's servicing portfolio to
approximately $5.5 billion.

         The transaction is subject to, among other conditions, the execution of
a mutually acceptable definitive agreement, completion of due diligence,
approvals by GNMA, FNMA and FHLMC and obtaining any necessary regulatory
approval. Colonial expects to record the sale prior to the end of the first
quarter of 2000.

         Colonial BancGroup currently operates 238 offices in Alabama, Florida,
Georgia, Tennessee, Texas and Nevada. Its common stock is traded on the New York
Stock Exchange under the symbol CNB. In most newspapers the stock is listed as
ColBgp.

         Pursuant to the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995, the reader is cautioned that this announcement
contains "forward looking statements" regarding the consummation of the
transaction described herein and the Company's future performance and its
mortgage servicing portfolio, all of which are subject to risks and
uncertainties that could cause actual results to differ materially from those
expressed or implied by such statements.

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                                   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.


                                         THE COLONIAL BANCGROUP, INC.
                                         ----------------------------
                                         (Registrant)




Date: March 1, 2000                      /s/ W. Flake Oakley
                                         ----------------------------
                                             W. Flake Oakley
                                             Chief Financial Officer


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