SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
THE SOUTHERN BANC COMPANY, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
842233108
(CUSIP Number)
Jeffrey L. Gendell
Tontine Financial Partners, L.P.
200 Park Avenue, Suite 3900, New York, New York 10166 (212) 692-3695
(Name, address and telephone number of person
authorized to receive notices and communications)
February 19, 1997
(Date of event which requires filing of this statement).
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box [ ].
NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.
*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 purposes 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).
[page 1 of 9]
<PAGE>
13D
CUSIP No. 842233108
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Jeffrey L. Gendell
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
____________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
71,600
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
71,600
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
71,600
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
5.8%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
[page 2 of 9]
<PAGE>
13D
CUSIP No. 842233108
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Tontine Financial Partners, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
WC, 00
____________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
71,600
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
71,600
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
71,600
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
5.8%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
[page 3 of 9]
<PAGE>
Item 1. Security and Issuer.
This statement relates to the common stock, par value $0.01 per share
(the "Common Stock"), of The Southern Banc Company, Inc.(the "Company"). The
Company's principal executive offices are located at 221 S. 6th Street,
Gadsden, Alabama 35901-4102.
Item 2. Identity and Background.
(a) This statement is filed by: Jeffrey L. Gendell, with respect to
the shares of Common Stock directly owned by Tontine Financial Partners, L.P.,
a Delaware limited partnership ("Tontine"), and Tontine, with respect to the
shares of Common Stock beneficially owned by it.
(b) The business address of Mr. Gendell is 200 Park Avenue, Suite
3900, New York, New York 10166. The address of the principal business and
principal office of Tontine is 200 Park Avenue, Suite 3900, New York, New York
10166.
(c) Mr. Gendell serves as the Managing Member of Tontine Management,
L.L.C. which is the general partner (the "General Partner") of Tontine. The
principal business of Tontine is serving as a private investment limited
partnership investing in financial institutions.
(d) Neither the person or partnership referred to in paragraph (a)
has, during the last five years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
(e) Neither the person or partnership referred to in paragraph (a)
has, during the last five years, been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and, as a result of
such proceeding, was, or is subject to, a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to, Federal or State securities laws or finding any violation with respect to
such laws.
(f) Mr. Gendell is a United States citizen. Tontine is a limited
partnership organized under the laws of the State of Delaware.
Item 3. Source and Amount of Funds and Other Consideration.
The net investment cost (including commissions, if any) of the shares of
Common Stock beneficially owned by Tontine is approximately $975,128. Mr.
Gendell does not own directly any shares of Common Stock
The shares of Common Stock purchased by Tontine were purchased with
working capital and on margin.
Tontine's margin transactions are with Bear Stearns Securities Corp.,
on such firm's usual terms and conditions. All or part of the shares of
Common
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<PAGE>
Stock beneficially owned by Tontine may from time to time be pledged with one
or more banking institutions or brokerage firms as collateral for loans made
by such bank(s) or brokerage firm(s) to Tontine. Such loans bear interest at
a rate based upon the broker's call rate from time to time in effect. Such
indebtedness may be refinanced with other banks or broker-dealers.
Item 4. Purpose of the Transaction.
The purpose of the acquisition of the shares of Common Stock by Tontine
is for investment, and the purchases of the shares of Common Stock by Tontine
were made in the ordinary course of business and were not made for the purpose
of acquiring control of the Company. Although the acquisition of the shares
of Common Stock by Tontine is for investment purposes, Tontine will pursue
discussions with management to maximize long-term value for shareholders.
Tontine may make further purchases of shares of Common Stock from time to time
and may dispose of any or all of the shares of Common Stock held by it at any
time. Neither Mr. Gendell nor Tontine has any plans or proposals which relate
to, or could result in, any of the matters referred to in paragraphs (b)
through (j), inclusive, of Item 4 of Schedule 13D. Such person and entity
may, at any time and from time to time, review or reconsider their position
and formulate plans or proposals with respect thereto, but have no present
intention of doing so.
Item 5. Interest in Securities of the Issuer.
A. Jeffrey L. Gendell.
(a) Aggregate number of shares beneficially owned: 71,600
Percentage: 5.8% The percentages used herein and in
the rest of Item 5 are calculated based upon the 1,230,313 shares of Common
Stock issued and outstanding as of December 31, 1996, as reflected in the
Company's Form 10-QSB for the period ending December 31, 1996, filed on
February 13, 1997.
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 71,600
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 71,600
(c) Mr. Gendell did not enter into any transactions in the Common
Stock of the Company within the last sixty days. The trading dates, number of
shares of Common Stock purchased or sold and the price per share for all
transactions in the Common Stock on behalf of Tontine, which were all in the
open market, by Tontine, are set forth in Schedule A and are incorporated by
reference.
(d) Not applicable.
(e) Not applicable.
[page 5 of 9]
<PAGE>
B. Tontine Financial Partners, L.P.
(a) Aggregate number of shares beneficially owned: 71,600.
Percentage: 5.8%.
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 71,600
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 71,600
(c) The trading dates, number of shares of Common Stock
purchased or sold and the price per share for all transactions in the Common
Stock within the last sixty days, which were all in the open market, are set
forth in Schedule A and are incorporated by reference.
(d) Tontine Management, L.L.C., the general partner of Tontine,
has the power to direct the affairs of Tontine, including decisions respecting
the disposition of the proceeds from the sale of the shares. Mr. Gendell is
the Managing Member of Tontine Management, L.L.C. and in that capacity directs
its operations.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
Other than the Joint Acquisition Statement attached as Exhibit 1 hereto,
there are no contracts, arrangements, understandings or relationships (legal
or otherwise) among the persons named in Item 2 hereof and between such
persons and any person with respect to any securities of the Company,
including but not limited to transfer or voting of any other securities,
finder's fees, joint ventures, loan or option arrangements, puts or calls,
guarantees of profits, divisions of profits or loss, or the giving or
withholding of proxies.
Item 7. Materials to be Filed as Exhibits.
There is filed herewith as Exhibit 1 a written agreement relating to the
filing of joint acquisition statements as required by Rule 13d-1(f)(1) under
the Securities Exchange Act of 1934, as amended.
[page 6 of 9]
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
DATED: February 28, 1997 /s/ JEFFREY L. GENDELL
Jeffrey L. Gendell, individually, and as
managing member of
Tontine Management, L.L.C.,
general partner of
Tontine Financial Partners, L.P.
[page 7 of 9]
<PAGE>
Schedule A
TONTINE FINANCIAL PARTNERS, L.P.
Date of Price Per Share
Transaction Number of Shares (including
Purchased/(Sold) Commissions, if any)
12/26/96 6,000 13.30
12/30/96 4,000 13.18
1/8/97 3,000 13.31
1/9/97 10,000 13.55
1/10/97 10,000 13.68
1/23/97 4,700 13.48
1/24/97 1,200 13.55
1/31/97 6,700 13.80
2/6/97 6,500 13.80
2/13/97 2,900 13.56
2/18/97 4,000 13.65
2/19/97 5,600 13.67
2/24/97 1,000 13.87
2/25/97 5,500 14.04
2/27/97 500 14.14
[page 8 of 9]
EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13D-1(f)1
The undersigned acknowledge and agree that the foregoing statement on Schedule
13D, as amended, is filed on behalf of each of the undersigned and that all
subsequent amendments to this statement on Schedule 13D, as amended, shall be
filed on behalf of each of the undersigned without the necessity of filing
additional joint acquisition statements. The undersigned acknowledge that
each shall be responsible for the timely filing of such amendments, and for
the completeness and accuracy of the information concerning him or its
contained therein, but shall not be responsible for the completeness and
accuracy of the information concerning the other, except to the extent that he
or its knows or has reason to believe that such information is inaccurate.
February 28, 1997
/s/ JEFFREY L. GENDELL
Jeffrey L. Gendell, individually, and as
managing member of
Tontine Management, L.L.C.,
general partner of
Tontine Financial Partners, L.P.
[page 9 of 9]
