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): January 25, 1996
                                                    



                   UNITED CAROLINA BANCSHARES CORPORATION
            (Exact name of registrant as specified in its charter)



     NORTH CAROLINA                 05583                     56-0954530
(State or other jurisdiction     (Commission                 (IRS Employer
of incorporation)                File Number)               Identification No.)



           127 West Webster Street, Whiteville, North Carolina      28472
                (Address of principal executive offices)          (Zip Code)
 


Registrant's telephone number, including area code (910) 642-5131


                          
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                    INFORMATION TO BE INCLUDED IN THE REPORT


Item 5.  Other Events

On January 25, 1996, registrant and its wholly owned subsidiary, United Carolina
Bank ("UCB"), and Seaboard Savings Bank, Inc. SSB ("Seaboard"), headquartered in
Plymouth,  N.C.,  completed  the merger of  Seaboard  into UCB  pursuant  to the
parties'  agreement and plan of reorganization  and merger executed on September
19, 1995.  Registrant issued 279,095 shares of its common stock, and paid $3,818
in cash in lieu of issuing  fractional  shares of its common stock,  in exchange
for Seaboard's  306,687 shares of common stock  outstanding on January 25, 1996.
Registrant  also assumed the obligation to issue an additional  35,888 shares of
its common stock in  connection  with 39,425  vested  option  shares of Seaboard
common  stock which were  outstanding  as of January 25,  1996,  under  Seaboard
option  plans  assumed by UCB in the merger  transaction.  On January 25,  1996,
Seaboard,  which operated three branch banking offices in Plymouth,  Williamston
and Columbia,  N.C., reported $46.3 million in total assets and $40.7 million in
total deposits.  Including the Seaboard offices,  registrant operates 139 branch
offices in 87 communities in North and South Carolina and had total consolidated
assets of approximately $3.8 billion.




                                   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.

Date:  February 9, 1996

                                         UNITED CAROLINA BANCSHARES CORPORATION



                                         by s/Howard V. Hudson,Jr.
                                              Howard V. Hudson, Jr.
                                              General Counsel and Secretary




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