Post-Effective Amendment No.2 to Form S-8

As filed with the Securities and Exchange Commission on February 22, 2008

Registration No. 333-70205

Registration No. 333-70209

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 2

TO FORM S-8 REGISTRATION STATEMENT NO. 333-70205

POST-EFFECTIVE AMENDMENT NO. 2

TO FORM S-8 REGISTRATION STATEMENT NO. 333-70209

Under

The Securities Act of 1933

 

 

ALABAMA NATIONAL BANCORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   63-1114426

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

1927 First Avenue North

Birmingham, Alabama

  35203
(Address of principal executive offices)   (Zip code)

Community Financial Corporation

1994 Stock Option Plan

Community Financial Corporation

1996 Stock Incentive Plan

(Full Titles of Plans)

 

 

John H. Holcomb, III

Chairman and Chief Executive Officer

1927 First Avenue North

Birmingham, AL 35203

(205) 583-3600

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

With Copies to:

Christopher B. Harmon, Esq.

Maynard, Cooper & Gale, P.C.

1901 Sixth Avenue North

Suite 2400

Birmingham, Alabama 35203

(205) 254-1000

 

 

 


DEREGISTRATION OF UNSOLD SECURITIES

These post-effective amendments relate to the following registration statements on Form S-8 (collectively, and as amended to date, the “Registration Statements”), filed by Alabama National BanCorporation, a Delaware corporation (the “Company”), with the Securities and Exchange Commission, registering shares of the Company’s common stock, $1.00 par value per share (the “Common Stock”):

File No. 333-70205, filed on January 7, 1999, and amended on January 15, 1999, registering 56,641 shares.

File No. 333-70209, filed on January 7, 1999, and amended on January 15, 1999, registering 39,051 shares.

Promptly following the filing of these post-effective amendments, it is expected that the Company will merge with and into RBC Centura Banks, Inc., with RBC Centura Banks, Inc. as the surviving corporation. The offerings pursuant to the Registration Statements have been terminated as a result of such merger or otherwise. In accordance with the undertakings made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities that remain unsold at the termination of the respective offerings, the Company is filing these Post-Effective Amendments No. 2 and hereby removes from registration all shares of Common Stock that remain unsold under each of the Registration Statements. As a result of this deregistration, no securities remain registered for sale pursuant to the Registration Statements.


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused these Post-Effective Amendments No. 2 to the Registration Statements to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Birmingham, State of Alabama, on the 22nd day of February, 2008.

ALABAMA NATIONAL BANCORPORATION
By:  

/s/ John H. Holcomb, III

  John H. Holcomb, III
  Its Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, these Post-Effective Amendments No. 2 to the Registration Statements have been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

  

Date

/s/ John H. Holcomb, III

John H. Holcomb, III

  

Chairman, Chief Executive Officer

and Director (principal executive officer)

   February 22, 2008

*

Dan M. David

   Vice Chairman and Director    February 22, 2008

/s/ Richard Murray, IV

Richard Murray, IV

   President, Chief Operating Officer and Director    February 22, 2008

/s/ William E. Matthews, V

William E. Matthews, V

   Executive Vice President and Chief Financial Officer    February 22, 2008

/s/ Shelly S. Williams

Shelly S. Williams

   Senior Vice President and Controller    February 22, 2008

*

W. Ray Barnes

   Director    February 22, 2008

*

John D. Johns

   Director    February 22, 2008

*

John J. McMahon, Jr.

   Director    February 22, 2008


*

C. Phillip McWane

   Director    February 22, 2008

*

William D. Montgomery

   Director    February 22, 2008

*

Draytron Nabers, Jr.

   Director    February 22, 2008

*

G. Ruffner Page, Jr.

   Director    February 22, 2008

*

W. Stancil Starnes

   Director    February 22, 2008

 

*By:  

/s/ John H. Holcomb, III

  John H. Holcomb, III
  Attorney-in-fact