UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 31, 2008
Carolina National Corporation
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(Exact name of registrant as specified in its charter)
South Carolina 000-50257 57-1101005
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(State or other jurisdiction (Commission file (IRS Employer
of incorporation) number) Identification No.)
1350 Main Street
Columbia, South Carolina 29201
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(address of principal executive offices) (zip code)
Registrant's telephone number, including area code (803) 779-0411
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(former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)
Section 2 - Financial Information
Item 2.01 Completion of Acquisition or Disposition of Assets
Effective January 31, 2008 Registrant merged with and into First National
Bancshares, Inc., Spartanburg, South Carolina, thereby disposing of all of its
assets and ceasing to exist as a separate entity. The transaction was pursuant
to an Agreement and Plan of Merger, a copy of which is attached to and described
in a Joint Proxy Statement/ Prospectus which is included in the registration
statement on Form S-4 filed by First National Bancshares, Inc., on November 7,
2007, SEC File No. 333-146555 and is incorporated herein by reference. The
nature and amount of consideration is described therein.
Item 9. Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
Exhibit 2 Agreement and Plan of Merger (incorporated by reference to
Form S-4 filed November 7, 2007, SEC File No. 333-146555)
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.
Carolina National Corporation
Date: February 1, 2008 s/ Roger B. Whaley
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Roger B. Whaley
President