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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): July 10, 1998 (June 22, 1998)
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BancorpSouth, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Mississippi 0-10826 64-0659571
(State or Other (Commission File (I.R.S. Employer
Jurisdiction of Number) Identification
Incorporation) Number)
One Mississippi Plaza
Tupelo, Mississippi 38801
(Address of Principal Executive Offices) (Zip Code)
(601) 680-2000
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed from Last Report)
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Item 5. Other Events
On June 22, 1998, the Registrant issued a press release regarding the
Registrant's proposed merger with Alabama Bancorp, Inc., which is expected to
close during 1998. A copy of the press release is filed as Exhibit 99.1
hereto, which is incorporated herein by reference.
Statements contained in this Current Report which are not historical in
nature are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking statements
include, without limitation, those relating to the future value of the
Registrant's assets and the likelihood of either the merger with Alabama
Bancorp, Inc. or the merger with Merchants Capital Corporation closing or being
granted regulatory approval. Such forward-looking statements involve certain
risks and uncertainties that could cause actual results to differ materially
from the anticipated results. These risks and uncertainties include failure to
obtain necessary regulatory or shareholder approval, failure of other
conditions to closing to be satisfied, possibility of competing bids,
regulatory constraints and other factors as may be identified from time to time
in the Registrant's filings with the Securities and Exchange Commission or in
the Registrant's press releases.
Item 7. Financial Statements and Exhibits
(c) The following exhibit is filed herewith:
Exhibit Number Description
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99.1 Press Release of the Registrant, dated June 22, 1998
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SIGNATURES
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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.
BANCORPSOUTH, INC.
By: /s/ L. Nash Allen, Jr.
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L. Nash Allen, Jr.
Treasurer and Chief Financial Officer
Date: July 10, 1998
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EXHIBIT INDEX
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Exhibit Number Description
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99.1 Press Release of the Registrant, dated June 22, 1998
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BANCORPSOUTH, INC.
NEWS RELEASE
June 22, 1998
For Further Information Contact:
L. Nash Allen, Jr. (601) 680-2330
BANCORPSOUTH, INC. TO MERGE WITH ABLABAMA BANCORP, INC.
BancorpSouth, Inc., headquartered in Tupelo, Mississippi, announced that
a definitive agreement had been signed to merge with Alabama Bancorp, Inc.
BancorpSouth with total assets of approximately $4.4 billion will merge with
the Birmingham, Alabama based bank holding company in a transaction to be
acocunted for as a pooling of interests and structured as a tax free exchange
of common stock.
Alabama Bancorp operates Highland Bank with seven banking locations in
the metropolitan Birmingham area and First Community Bank of the South,
headquartered in Fort Deposit, Alabama, with four banking locations southwest
of Montgomery, Alabama. Both banks will be merged into BancorpSouth Bank,
which operates as Bank of Mississippi in Mississippi and Volunteer Bank in
Tennessee.
In May, BancorpSouth announced an agreement to merge with Merchants
Capital Corporation, a $225 million asset bank holding company, located in
Vicksburg, Mississippi. Both transactions, which are subject to regulatory
approval, are expected to close before year-end 1998 and will push
BancorpSouth's total assets above $5.0 billion.
Alabama Bancorp was a privately owned company and terms of the deal are
not being announced.
BancorpSouth, Inc.
P O Box 789, Tupelo, MS 38802-0789 - (601) 680-2330 - FAX (601) 680-2382