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): December 8, 1997
PALFED, Inc.
_______________________________________________________________
(Exact name of registrant as specified in its charter)
South Carolina 0-15334 57-0821925
________________________________________________________________
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
107 Chesterfield Street South
Aiken, South Carolina 29801
____________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (803) 642-1400
Page 1 of ________sequentially numbered pages
The Index to Exhibits is on page 4.
Item 5. Other Events.
______________________
On September 23, 1997 PALFED, Inc. (the "Company"), PALFED and Regions
Financial Corporation ("Regions") entered into an Agreement and Plan of Merger
("Agreement") pursuant to which PALFED will merge with and into Regions (the
"Merger"). The Agreement is subject to PALFED shareholder approval, appropriate
regulatory approvals and other customary closing conditions.
In anticipation of the Merger, Regions Mortgage, Inc. ("Regions Mortgage")
a wholly-owned subsidiary of Regions Bank (a subsidiary of Regions), and
Palmetto Federal Savings Bank of South Carolina ("Palmetto Federal"), a
wholly-owned subsidiary of PALFED, entered into mortgage loan servicing
agreements pursuant to which Regions Mortgage will service approximately $490
million in first mortgage loans which Palmetto Federal either owns or services
for others. In the event the Merger is not consummated, Palmetto Federal has
the right to terminate the loan servicing agreements.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
____________________________________________________________________________
(a) Financial Statements
____________________
None.
(b) Pro Forma Financial Statements
______________________________
None.
(c) Exhibits
________
Exhibit Number Description
______________ ___________
Exhibit 10.1 Whole Loan Servicing Agreement dated as of
December 1, 1997 by and between Regions
Mortgage, Inc. and Palmetto Federal Savings
Bank of South Carolina.
Exhibit 10.2 Sub-Servicing Agreement dated as of December
1, 1997 by and between Regions Mortgage, Inc.
and Palmetto Federal Savings Bank of South
Carolina.
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.
PALFED, INC.
By: /s/ John C. Troutman
_____________________
John C. Troutman
President and Chief Executive Officer
Date: December 12, 1997
INDEX TO EXHIBITS
_________________
Sequentially
Exhibit Number Description Numbered Page
______________ ___________ _____________
Exhibit 10.1 Whole Loan Servicing Agreement dated as of
December 1, 1997 by and between Regions Mortgage,
Inc. and Palmetto Federal Savings Bank of South
Carolina.
Exhibit 10.2 Sub-Servicing Agreement dated as of December 1,
1997 by an between Regions Mortgage, Inc. and
Palmetto Federal Savings Bank of South Carolina.