SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 SOUTHERN BANCSHARES (N.C.), INC. SOUTHERN CAPITAL TRUST I -------------------------------- ------------------------ (Exact name of registrant as specified in its charter) (Exact name of registrant as specified in its charter) DELAWARE DELAWARE - ---------------------------------------------------------------- ------------------------------------ (State of incorporation or organization) ( State of incorporation or organization) 56-1538087 Applied For ---------- ----------- (IRS Employer Identification No.) (IRS Employer Identification No.) 121 East Main Street 121 East Main Street Mount Olive, North Carolina 28365 Mount Olive, North Carolina 28365 --------------------------------- --------------------------------- (Address of principal executive offices) (Address of principal executive offices) If this Form relates to the registration of a class of securities If this Form relates to the registration of a class of pursuant to Section 12(b) of the Exchange Act and is effective securities pursuant to Section 12(b) of the Exchange Act pursuant to General Instruction A.(c), please check the and is effective pursuant to General Instruction A.(c), please following the following box. [X] check the following box. [X] Securities Act registration statement file number to which this form relates: 333-52107 --------- Securities to be registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which to be so registered each class is to be registered ------------------- ------------------------------ 8.25% Cumulative Trust Preferred Securities American Stock Exchange, Inc. -------------------------------------------------------- ------------------------------------- Securities to be registered pursuant to Section 12(g) of the Act: None ---- (Title of Class) 1. Description of Registrants' Securities to be Registered For a full description of Southern Capital Trust I's 8.25% Cumulative Trust Preferred Securities, reference is made to the information contained under the captions "Description of the Capital Securities," "Description of the Junior Subordinated Debentures," "Description of the Guarantee," and "Relationship Among the Capital Securities, the Junior Subordinated Debentures and the Guarantee" in the Prospectus that forms a part of the Registrants' Registration Statement on Form S-1 (Registration Number 333-52107), filed with the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended. 2. Exhibits The following Exhibits are included in this Registration Statement or are incorporated herein by reference: (1) Initial Trust Agreement of Southern Capital Trust I (incorporated herein by reference to Exhibit 4.1 to Registration Statement on Form S-1 (Registration Number 333-52107)) (2) Certificate of Trust of Southern Capital Trust I (incorporated herein by reference to Exhibit 4.2 to Registration Statement on Form S-1 (Registration Number 333-52107)) (3) Form of Amended and Restated Trust Agreement of Southern Capital Trust I (incorporated herein by reference to Exhibit 4.3 to Amendment No. 1 to Registration Statement on Form S-1 (Registration Number 333-52107)) (4) Form of Capital Security Certificate (contained as an exhibit to Exhibit 3 above) (5) Form of Guarantee Agreement (incorporated herein by reference to Exhibit 4.5 to Amendment No. 1 to Registration Statement on Form S-1 (Registration Number 333-52107)) (6) Form of Junior Subordinated Indenture between Southern BancShares (N.C.), Inc. and Bankers Trust Company, as Indenture Trustee (incorporated herein by reference to Exhibit 4.6 to Amendment No. 1 to Registration Statement on Form S-1 (Registration Number 333-52107)) (7) Form of Junior Subordinated Debenture (contained in Exhibit 6 above) 2 SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrants have duly caused this Registration Statement to be signed on their behalf by the undersigned thereunto duly authorized. Dated: June 5, 1998 SOUTHERN BANCSHARES (N.C.), INC. SOUTHERN CAPITAL TRUST I By: S/ John C. Pegram, Jr. By: SOUTHERN BANCSHARES (N.C.), INC As Depositor John C. Pegram, Jr. President By: S/ John C. Pegram, Jr. John C. Pegram, Jr. President 3