Item 1. Security and Issuer.
This statement relates to shares of 6% Convertible Subordinated Debentures
Due 2011 (the Debentures) of Republic Bancshares, Inc. (the Issuer), which
are convertible into shares of Common Stock, $2.00 par value of the Issuer,
at a conversion rate of 56 Common Shares per $1,000 principal amount of the
Debentures. The Issuer has its principal executive offices at 111 Second
Avenue NE, St. Petersburg, Florida 33701.
Item 2. Identity and Background
a. William Robb Hough
b. 100 Second Avenue South, Suite 800
St. Petersburg, Florida 33701
c. Chairman: William R. Hough & Co.
100 Second Avenue South, Suite 800
St. Petersburg, Florida 33701
President: WRH Mortgage, Inc.
100 Second Avenue South, Suite 904
St. Petersburg, Florida 33701
Director: WRH Properties, Inc.
100 Second Avenue South, Suite 904
St. Petersburg, Florida 33701
Director: Republic Bancshares
111 Second Avenue N.E.
St. Petersburg, Florida 33701
Director: F.F.O. Financial Group
2200 Live Oak Blvd.
St. Cloud, Florida 34771
d. During the last five years, William R. Hough has not been convicted in a
criminal proceeding.
e. During the last five years, William R. Hough has not been a party in his
individual capacity to a civil proceeding relating in any way to Federal and
State securities laws.
f. U.S. Citizen
Item 3. Source and Amount of Funds or Other Consideration
The source of the $100,000 cash used to purchase the Debentures by both
William R. Hough and Mrs. Hough (see Item 4 below) was personal funds.
Item 4. Purpose of Transaction
a. On December 27, 1996, William R. Hough and Mrs. Hough each purchased
$100,000 of the Debentures. An affiliate of Mr. Hough, Royal Palm Centre II,
Inc., purchased $100,000 of the Debentures. The Debentures are convertible at
any time prior to maturity, unless previously redeemed, into shares of Common
Stock, $2.00 par value, of the Issuer at a conversion price of $17.85714 per
share. Neither Mr. Hough, Mrs. Hough nor Royal Palm Centre II, Inc. have any
present plans to convert the Debentures into Common Stock or to acquire
additional securities of the Issuer or dispose of securities of the Issuer.
b. No extraordinary corporate transactions are contemplated at this time
except that the Issuer has announced that an agreement has been reached for
the acquisition of Firstate Financial, F.A. for a cash purchase price of
$5.5 million, subject to final approval by the Florida Department of Banking
and Finance, Federal Deposit Insurance Corporation and the Federal Reserve
Board. The Issuer has announced that it is engaged in discussions
concerning the possible combination of the Issuer and F.F.O. Financial Group,
Inc.
c. No sale or transfer of any material amount of assets of the Issuer or any
subsidiary is contemplated other than possible liquidation of non-performing
assets.
d. No change in present board of directors or management of Issuer is
contemplated at this time.
e. No material change in present capitalization or dividend policy of Issuer
is contemplated at this time.
f. No other material change in Issuer's business or corporate structure is
contemplated.
g. No changes in Issuer's charter, bylaws or actions which may impede
acquisition of control of the issuer by any person is contemplated.
h. It is not contemplated that a class of securities may be removed from a
national securities exchange or cessation of authorization to be quoted in an
inter-dealer quotation system.
i. None.
j. None.
Item 5. Interest in Securities of the Issuer
a. The aggregate number of Shares of Common Stock and Common Stock
equivalents (including the Debentures) referred to in Item 1 above
beneficially owned by William R. Hough as of December 27, 1996 is as follows:
5,600 (Common stock equivalents - Debentures)(owned by Mr. Hough)
5,600 (Common stock equivalents - Debentures)(owned by Spouse)
1,932,906 (Common stock equivalents, including options and Preferred
shares)(owned by Mr. Hough)
384,000 (Common stock equivalents)(owned by Mrs. Hough and affiliated
corporations)
5,600 (Common stock equivalents - Debentures) (owned by affiliated
corporation)
_________
2,333,706 Total Common stock equivalents
This total represents 44.29% of the 4,183,507 issued and outstanding shares
of Common Stock plus 1,086,000 shares of Common Stock equivalents (75,000
issued and outstanding shares of Preferred Stock and 336,000 Shares of Common
Stock into which the $6,000,000 Debentures are convertible) for a total of
5,269,507 Common Stock equivalents.
b. William R. Hough has the sole power to vote and to dispose of 1,651,656
shares of Common Stock owned by himself, has an option to purchase 1,250
shares of Common Stock from the Issuer, has Debentures convertible into 5,600
shares of Common Stock, and has the power to vote 280,000 shares of Common
Stock equivalents for a total of 1,938,506 shares. Mr. Hough has the shared
power to vote or to direct the vote and to dispose of 24,000 shares of
Common Stock owned by his spouse, Mrs. Hazel Hough; 40,000 shares of Common
Stock owned by an affiliated corporation, WRH Mortgage, Inc., of which he is
the majority shareholder and director; 5,600 Common Stock equivalents,
convertible from $100,000 of Debentures owned by Royal Palm Centre II, Inc.,
a corporation of which Mr. Hough is the majority shareholder and a director,
200,000 shares of Common Stock equivalents owned by WRH Mortgage, Inc.;
Debentures convertible into 5,600 shares of Common Stock owned by Mrs. Hough;
and 120,000 shares of Common Stock equivalents owned by his spouse for a
total of 395,200.
c. No other transactions than that described in this filing were made by
William R. Hough during the past 60 days in the class described in (a) above.
d. WRH Mortgage, Inc. and Mrs. Hough have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sales of,
the securities referenced in Item 5(b) above owned by each.
e. N/A
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
William R. Hough has no contracts, arrangements, understandings or
relationships with respect to the securities of the Issuer, other than an
option to purchase 1,250 shares of Common Stock.
Item 7. Material to be Filed as Exhibits.
None.
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: January 7, 1997 Name: William Robb Hough
