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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)1
First Southern Bancshares, Inc.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
33645B 10 7
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(CUSIP Number)
December 31, 1999
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(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)
1 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).
SEC 1745 (2-95)
Page 1 of 5 pages
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CUSIP NO. 33645B-10-7 13G/A Page 2 of 5 Pages
- -------------------------- ------------------------ ---------------------------
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
First Southern Bank
Employee Stock Ownership Plan
- ---- ------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) | X |
(b) | _ |
- ---- ------------------------------------------------------------------------
3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
State of Alabama
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NUMBER OF 5 SOLE VOTING POWER
SHARES 9,511
BENEFICIALLY
OWNED BY ---- ------------------------------------------------------
EACH 6 SHARED VOTING POWER
REPORTING 131,383
PERSON
WITH ---- ------------------------------------------------------
7 SOLE DISPOSITIVE POWER
140,894
---- ------------------------------------------------------
8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
140,894
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.7 %.
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12 TYPE OF REPORTING PERSON*
EP
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*SEE INSTRUCTION BEFORE FILLING OUT!
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FIRST SOUTHERN BANK
EMPLOYEE STOCK OWNERSHIP PLAN
SCHEDULE 13G/A
Item 1(a) Name of Issuer:
First Southern Bancshares, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
102 South Court Street
Florence, Alabama 35630
Item 2(a) Name of Person Filing:
First Southern Bank
Employee Stock Ownership Plan
Item 2(b) Address of Principal Business Offices or, if none, Residence:
Same as Item 1 (b).
Item 2(c) Citizenship: See Row 4 of page 2.
Item 2(d) Title of Class of Securities: Common Stock, par value $.01 per share
Item 2(e) CUSIP Number: See the cover page
Item 3 The person filing this statement is an employee benefit plan
which is subject to the provisions of the Employee Retirement
Income Security Act of 1974.
This Schedule 13G/A is being filed on behalf of the ESOP identified
in Item 2(a), which is filing under the Item 3(f) classification.
Exhibit A contains a disclosure of the voting and dispositive powers
over shares of the issuer held directly by the trustees of this
plan. Each trustee of the trust established pursuant to the ESOP,
although filing under the Item 3(h) classification because of their
relationship to the ESOP, disclaims that he is acting in concert
with, or as a member of a group consisting of, the other trustees of
the said plan.
Item 4 Ownership
(a) Amount Beneficially Owned: See Row 9 of the second part of the cover
page.
(b) Percent of Class: See Row 11 of the second part of the cover page.
(c) See Rows 5, 6, 7 and 8 of the second part of the cover page.
Page 3 of 5 pages
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Item 5 Ownership of Five Percent or Less of a Class.
N/A
Item 6 Ownership of More than Five Percent on Behalf of Another Person.
Pursuant to Section 8.8 of the ESOP, First Southern Bank has the
power to direct the persons who receive dividends on shares held in
the plan trust.
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
N/A
Item 8 Identification and Classification of Members of the Group.
This Schedule 13G/A is being filed on behalf of the ESOP identified
in Item 2(a), which is filing under the Item 3(f) classification.
Exhibit A contains a disclosure of the voting and dispositive powers
over shares of the issuer held directly by the trustees of this
plan. Each trustee of the trust established pursuant to the ESOP,
although filing under the Item 3(h) classification because of their
relationship to the ESOP, disclaims that he is acting in concert
with, or as a member of a group consisting of, the other trustees of
said plan.
Item 9 Notice of Dissolution of Group.
N/A
SEC 1745 (2-95)
Page 4 of 5 pages
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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 and are not held
for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any
transaction having that purpose or effect.
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.
February 11, 2000
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(Date)
/s/ Charles L. Frederick, Jr.
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(Signature)
Charles L. Frederick, Jr.
First Southern Bank, as Plan Administer
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(Title)
Page 5 of 5 pages
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Exhibit A
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Identification of Members of Group
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Shares of common stock of the issuer are held in trust for the benefit of
participating employees by the ESOP Trustees. The Plan Trustee shares voting and
dispositive power with First Southern Bank. By the terms of the Plan, the Plan
Trustee votes stock allocated to participant accounts as directed by
participants. Common stock held by the Trust, but not yet allocated or as to
which participants have not made timely voting directions, is voted by the Plan
Trustee (pursuant to its fiduciary responsibilities under Section 404 of the
Employee Retirement Income Security Act of 1974, as amended). Investment
direction is exercised by the Plan Trustee (pursuant to its fiduciary
responsibilities under Section 404 of the Employee Retirement Income Security
Act of 1974, as amended).
The Plan Trustee(s) and their beneficial ownership of shares of common
stock of the issuer exclusive of responsibilities as a Plan Trustee or Plan
sponsor, as the case may be, are as follows (such ownership being disregarded in
reporting the Plan's ownership within this Schedule 13G/A):
Direct Beneficial Beneficial Ownership
Name Ownership As Plan Participant
---- --------- -------------------
Charles L. Frederick , Jr. 36,085 13,904.3420
Thomas N. Ward 42,777 11,737.3905
M. Kaye Townsend 4,600 3,884.1476
[UPDATE]
SEC 1745 (2-95)
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