-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VFiQHJmNh6FMdjOwXVlzgfh3ymd5ItTwK0KcDiACwN8KI39IjFsIkEB6Smhz5gn3 5DTGVQjnQi3Fsj7FCG98LQ== 0000948688-97-000006.txt : 19970425 0000948688-97-000006.hdr.sgml : 19970425 ACCESSION NUMBER: 0000948688-97-000006 CONFORMED SUBMISSION TYPE: SC 13G CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970424 SROS: AMEX SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MIDSOUTH BANCORP INC CENTRAL INDEX KEY: 0000745981 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 721020809 STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-44094 FILM NUMBER: 00000000 BUSINESS ADDRESS: STREET 1: 102 VERSAILLES BLVD CITY: LAFAYETTE STATE: LA ZIP: 70501 BUSINESS PHONE: 3182378343 MAIL ADDRESS: STREET 1: 102 VERSAILLES BLVD CITY: LAFAYETTE STATE: LA ZIP: 70501 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MIDSOUTH BANCORP INC CENTRAL INDEX KEY: 0000745981 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 721020809 STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 102 VERSAILLES BLVD CITY: LAFAYETTE STATE: LA ZIP: 70501 BUSINESS PHONE: 3182378343 MAIL ADDRESS: STREET 1: 102 VERSAILLES BLVD CITY: LAFAYETTE STATE: LA ZIP: 70501 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 2) MIDSOUTH BANCORP, INC. (Name of Issuer) Common Stock Par Value $.10 Per Share (Title of Class of Securities) 598039 10 5 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 2 of 18 __________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON JAMES R. DAVIS, JR. __________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) [X] (b) [ ] __________________________________________________________________ (3) SEC USE ONLY __________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATIONU. S. __________________________________________________________________ : (5) SOLE VOTING POWER : 2,556 NUMBER OF : _________________________________ SHARES : (6) SHARED VOTING POWER BENEFICIALLY : 111,392 (1) OWNED BY : _________________________________ EACH : (7) SOLE DISPOSITIVE POWER REPORTING : 2,556 PERSON : _________________________________ WITH : (8) SHARED DISPOSITIVE POWER : 111,392 (1) __________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED EACH REPORTING PERSON 113,948 (1) __________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * __________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 8.3% (1) __________________________________________________________________ (12) TYPE OF REPORTING PERSON *IN __________________________________________________________________ * SEE INSTRUCTION BEFORE FILING OUT! (1)`Includes 95,942 shares of MidSouth Bancorp, Inc.. common stock held by the MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust, of which 9,965 shares are allocated to Mr. Davis' account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 3 of 18 __________________________________________________________________ Item 1. (Name of Issuer and Address of Issuer's Principal Executive Offices) (a) MidSouth Bancorp, Inc. (b) 102 Versailles Blvd., Lafayette, LA 70501 Item 2. (Filing Person's Name, Principal Business Office and Citizenship) (a) James R. Davis, Jr. (1) (b) 8972 Tallyho Baton Rouge, LA 70806 (c) U.S. (Title of Class of Securities and CUSIP Number) (d) Common Stock, $0.10 par value per share (e) 589039 10 5 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), filer is: a: N/A Item 4. Ownership (a) 113,948 (amount beneficially owned as of December 31, 1996; includes 95,942 shares held by the MidSouth Bancorp, Inc. directors' Deferred Compensation Trust.) (1) (b) 8.3% (percent of class) (c) (i) Sole Voting Power 2,556 (ii) Shared Voting Power 111,392 (iii) Sole Dispositive Power 2,556 (iv) Shared Dispositive Power 111,392 Item 5. Ownership of Five Percent or Less of Class N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the parent Holding Company N/A Item 8. Identification and Classification of Members of the Group See Exhibit 1. (1) Item 9. Notice of Dissolution of Group N/A Item 10.Certification N/A _____________________________ (1) Mr. Davis is a director of the issuer and may be deemed to share beneficial ownership of all of the issuer's common stock held in The MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust (the "Trust"). The Trust allows directors of the issuer and its subsidiary national bank to elect to defer fees payable to him or her for services as a director. Deferred fees are used to purchase the issuer's common stock. Distribution of shares of common stock will occur 60 days after the later of (a) the date on which the director ceases to be a member of the board of directors of the issuer or its national bank subsidiary and (b) the date on which the director attains age 65, and may be made earlier to the director's beneficiary in the event of the director's death. The issuer's common stock held by the Trust is beneficially owned by the Plan Administrator, which has sole voting and investment power. Because the Plan Administrator is the Executive Committee of the Board of Directors of the issuer, all directors of the issuer could be deemed to share voting and investment power with respect to all of the issuer's common stock held in the Trust. As of December 31, 1996, the Trust held 95,942 shares, or 7.0% of the issuer's outstanding common stock, and 9,965 of such shares were allocated to Mr. Davis' account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 4 of 18 __________________________________________________________________ Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 13, 1997 ___________________________ Signature James R. Davis, Jr., Director MidSouth Bancorp, Inc. Name/Title c:\sally\wp\inv-rela\13-gdcom.wpd __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 5 of 18 __________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON KAREN L. HAIL __________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) [X] (b) [ ] __________________________________________________________________ (3) SEC USE ONLY __________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATIONU. S. __________________________________________________________________ : (5) SOLE VOTING POWER : 3,553 NUMBER OF : _________________________________ SHARES : (6) SHARED VOTING POWER BENEFICIALLY : 106,159 (1) OWNED BY : _________________________________ EACH : (7) SOLE DISPOSITIVE POWER REPORTING : 3,553 PERSON : _________________________________ WITH : (8) SHARED DISPOSITIVE POWER : 106,159 (1) __________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED EACH REPORTING PERSON 109,712 (1) __________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * __________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 8.0% (1) __________________________________________________________________ (12) TYPE OF REPORTING PERSON * IN __________________________________________________________________ * SEE INSTRUCTION BEFORE FILING OUT! (1)`Includes 95,942 shares of MidSouth Bancorp, Inc.. common stock held by the MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust, of which 9,836 shares are allocated to Ms. Hail's account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 6 of 18 __________________________________________________________________ Item 1. (Name of Issuer and Address of Issuer's Principal Executive Offices) (a) MidSouth Bancorp, Inc. (b) 102 Versailles Blvd., Lafayette, LA 70501 Item 2. (Filing Person's Name, Principal Business Office and Citizenship) (a) Karen L. Hail (1) (b) P. O. Box 3745 Lafayette, LA 70502 (c) U.S. (Title of Class of Securities and CUSIP Number) (d) Common Stock, $0.10 par value per share (e) 589039 10 5 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), filer is: a: N/A Item 4. Ownership (a) 109,712 (amount beneficially owned as of December 31, 1996; includes 95,942 shares held by the MidSouth Bancorp, Inc. directors' Deferred Compensation Trust.) (1) (b) 8.0% (percent of class) (c) (i) Sole Voting Power 3,553 (ii) Shared Voting Power 106,159 (iii) Sole Dispositive Power 3,553 (iv) Shared Dispositive Power 106,159 Item 5. Ownership of Five Percent or Less of Class N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the parent Holding Company N/A Item 8. Identification and Classification of Members of the Group See Exhibit 1. (1) Item 9. Notice of Dissolution of Group N/A Item 10. Certification N/A _____________________________ (1) Ms. Hail is a director of the issuer and may be deemed to share beneficial ownership of all of the issuer's common stock held in The MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust (the "Trust"). The Trust allows directors of the issuer and its subsidiary national bank to elect to defer fees payable to him or her for services as a director. Deferred fees are used to purchase the issuer's common stock. Distribution of shares of common stock will occur 60 days after the later of (a) the date on which the director ceases to be a member of the board of directors of the issuer or its national bank subsidiary and (b) the date on which the director attains age 65, and may be made earlier to the director's beneficiary in the event of the director's death. The issuer's common stock held by the Trust is beneficially owned by the Plan Administrator, which has sole voting and investment power. Because the Plan Administrator is the Executive Committee of the Board of Directors of the issuer, all directors of the issuer could be deemed to share voting and investment power with respect to all of the issuer's common stock held in the Trust. As of December 31, 1996, the Trust held 95,942 shares, or 7.0% of the issuer's outstanding common stock, and 9,836 of such shares were allocated to Ms. Hail's account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 7 of 18 __________________________________________________________________ Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 13, 2997 _____________________________ Signature Karen L. Hail/Director, Chief Financial Officer and Secretary MidSouth Bancorp, Inc. Name/Title c:\sally\wp\inv-rela\13-gdcom.wpd __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 8 of 18 __________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON CLAYTON PAUL HILLIARD __________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) [X] (b) * __________________________________________________________________ (3) SEC USE ONLY __________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATIONU. S. __________________________________________________________________ : (5) SOLE VOTING POWER : 56,589 NUMBER OF : _________________________________ SHARES : (6) SHARED VOTING POWER BENEFICIALLY : 96,497 (1) OWNED BY : _________________________________ EACH : (7) SOLE DISPOSITIVE POWER REPORTING : 56,589 PERSON : _________________________________ WITH : (8) SHARED DISPOSITIVE POWER : 96,497 (1) __________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED EACH REPORTING PERSON 153,086 (1) __________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * __________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11.22% (1) __________________________________________________________________ (12) TYPE OF REPORTING PERSON *IN __________________________________________________________________ * SEE INSTRUCTION BEFORE FILING OUT! (1)`Includes 95,942 shares of MidSouth Bancorp, Inc.. common stock held by the MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust, of which 5,734 shares are allocated to Mr. Hilliard's account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 9 of 18 __________________________________________________________________ Item 1. (Name of Issuer and Address of Issuer's Principal Executive Offices) (a) MidSouth Bancorp, Inc. (b) 102 Versailles Blvd., Lafayette, LA 70501 Item 2. (Filing Person's Name, Principal Business Office and Citizenship) (a) Clayton Paul Hilliard (1) (b) P. O. Box 52745 Lafayette, LA 70505 (c) U.S. (Title of Class of Securities and CUSIP Number) (d) Common Stock, $0.10 par value per share (e) 589039 10 5 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), filer is: a: N/A Item 4. Ownership (a) 153,086 (amount beneficially owned as of December 31, 1996; includes 95,942 shares held by the MidSouth Bancorp, Inc. directors' Deferred Compensation Trust.) (1) (b) 11.22% (percent of class) (c) (i) Sole Voting Power 56,589 (ii) Shared Voting Power 96,497 (iii) Sole Dispositive Power 56,589 (iv) Shared Dispositive Power 96,497 Item 5. Ownership of Five Percent or Less of Class N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the parent Holding Company N/A Item 8. Identification and Classification of Members of the Group See Exhibit 1. (1) Item 9. Notice of Dissolution of Group N/A Item 10. Certification N/A _____________________________ (1) Mr. Hilliard is a director of the issuer and may be deemed to share beneficial ownership of all of the issuer's common stock held in The MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust (the "Trust"). The Trust allows directors of the issuer and its subsidiary national bank to elect to defer fees payable to him or her for services as a director. Deferred fees are used to purchase the issuer's common stock. Distribution of shares of common stock will occur 60 days after the later of (a) the date on which the director ceases to be a member of the board of directors of the issuer or its national bank subsidiary and (b) the date on which the director attains age 65, and may be made earlier to the director's beneficiary in the event of the director's death. The issuer's common stock held by the Trust is beneficially owned by the Plan Administrator, which has sole voting and investment power. Because the Plan Administrator is the Executive Committee of the Board of Directors of the issuer, all directors of the issuer could be deemed to share voting and investment power with respect to all of the issuer's common stock held in the Trust. As of December 31, 1996, the Trust held 95,942 shares, or 7.0% of the issuer's outstanding common stock, and 5,734 of such shares were allocated to Mr. Hilliard's account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 10 of 18 __________________________________________________________________ Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 13, 1997 ____________________________ Signature Clayton Paul Hilliard, Director MidSouth Bancorp, Inc. Name/Title c:\sally\wp\inv-rela\13-gdcom.wpd __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 11 of 18 __________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON MILTON B. KIDD, III, O.D. __________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) [X] (b) [ ] __________________________________________________________________ (3) SEC USE ONLY __________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATIONU. S. __________________________________________________________________ : (5) SOLE VOTING POWER : 59,636 NUMBER OF : _________________________________ SHARES : (6) SHARED VOTING POWER BENEFICIALLY : 95,942 (1) OWNED BY : _________________________________ EACH : (7) SOLE DISPOSITIVE POWER REPORTING : 34,920 PERSON : _________________________________ WITH : (8) SHARED DISPOSITIVE POWER : 95,942 (1) __________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED EACH REPORTING PERSON 130,862 (1) __________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * __________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.6% (1) __________________________________________________________________ (12) TYPE OF REPORTING PERSON *IN __________________________________________________________________ * SEE INSTRUCTION BEFORE FILING OUT! (1)`Includes 95,942 shares of MidSouth Bancorp, Inc.. common stock held by the MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust, of which 2,838 shares are allocated to Dr. Kidd's account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 12 of 18 __________________________________________________________________ Item 1. (Name of Issuer and Address of Issuer's Principal Executive Offices) (a) MidSouth Bancorp, Inc. (b) 102 Versailles Blvd., Lafayette, LA 70501 Item 2. (Filing Person's Name, Principal Business Office and Citizenship) (a) Milton B. Kidd, Jr., O.D. (1) (b) 1500 Northwest Boulevard P. O. Box 1071 Franklin, LA 70538 (c) U.S. (Title of Class of Securities and CUSIP Number) (d) Common Stock, $0.10 par value per share (e) 589039 10 5 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), filer is: a: N/A Item 4. Ownership (a) 130,862 (amount beneficially owned as of December 31, 1996; includes 95.942 shares held by the MidSouth Bancorp, Inc. directors' Deferred Compensation Trust.) (1) (b) 9.6% (percent of class) (c) (i) Sole Voting Power 59,636 (ii) Shared Voting Power 95,942 (iii) Sole Dispositive Power 34,920 (iv) Shared Dispositive Power 95,942 Item 5. Ownership of Five Percent or Less of Class N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the parent Holding Company N/A Item 8. Identification and Classification of Members of the Group See Exhibit 1. (1) Item 9. Notice of Dissolution of Group N/A Item 10. Certification N/A _____________________________ (1) Dr. Kidd is a director of the issuer and may be deemed to share beneficial ownership of all of the issuer's common stock held in The MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust (the "Trust"). The Trust allows directors of the issuer and its subsidiary national bank to elect to defer fees payable to him or her for services as a director. Deferred fees are used to purchase the issuer's common stock. Distribution of shares of common stock will occur 60 days after the later of (a) the date on which the director ceases to be a member of the board of directors of the issuer or its national bank subsidiary and (b) the date on which the director attains age 65, and may be made earlier to the director's beneficiary in the event of the director's death. The issuer's common stock held by the Trust is beneficially owned by the Plan Administrator, which has sole voting and investment power. Because the Plan Administrator is the Executive Committee of the Board of Directors of the issuer, all directors of the issuer could be deemed to share voting and investment power with respect to all of the issuer's common stock held in the Trust. As of December 31, 1996, the Trust held 95,942 shares, or 7.0% of the issuer's outstanding common stock, and 2,838 of such shares were allocated to Dr. Kidd's account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 13 of 18 __________________________________________________________________ Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 13, 1997 _____________________________ Signature Milton B. Kidd, Jr., O.D. Director MidSouth Bancorp, Inc. Name/Title c:\sally\wp\inv-rela\13-gdcom.wpd __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 14 of 18 __________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON WILLIAM M. SIMMONS __________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) [X] (b) [ ] __________________________________________________________________ (3) SEC USE ONLY __________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATIONU. S. __________________________________________________________________ : (5) SOLE VOTING POWER : 34,068 NUMBER OF : _________________________________ SHARES : (6) SHARED VOTING POWER BENEFICIALLY : 95,942 (1) OWNED BY : _________________________________ EACH : (7) SOLE DISPOSITIVE POWER REPORTING : 34,068 PERSON : _________________________________ WITH : (8) SHARED DISPOSITIVE POWER : 95,942 (1) __________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED EACH REPORTING PERSON 130,010 (1) __________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * __________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.5% (1) __________________________________________________________________ (12) TYPE OF REPORTING PERSON *IN __________________________________________________________________ * SEE INSTRUCTION BEFORE FILING OUT! (1)`Includes 95,942 shares of MidSouth Bancorp, Inc.. common stock held by the MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust, of which 12,988 shares are allocated to Mr. Simmons' account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 15 of 18 __________________________________________________________________ Item 1. (Name of Issuer and Address of Issuer's Principal Executive Offices) (a) MidSouth Bancorp, Inc. (b) 102 Versailles Blvd., Lafayette, LA 70501 Item 2. (Filing Person's Name, Principal Business Office and Citizenship) (a) William M. Simmons (1) (b) P. O. Box 111 Avery Island, LA 70513 (c) U.S. (Title of Class of Securities and CUSIP Number) (d) Common Stock, $0.10 par value per share (e) 589039 10 5 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), filer is: a: N/A Item 4. Ownership (a) 130,010 (amount beneficially owned as of December 31, 1996; includes 95,942 shares held by the MidSouth Bancorp, Inc. directors' Deferred Compensation Trust.) (1) (b) 9.5% (percent of class) (c) (i) Sole Voting Power 34,068 (ii) Shared Voting Power 95,942 (iii) Sole Dispositive Power 34,068 (iv) Shared Dispositive Power 95,942 Item 5. Ownership of Five Percent or Less of Class N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the parent Holding Company N/A Item 8. Identification and Classification of Members of the Group See Exhibit 1. (1) Item 9. Notice of Dissolution of Group N/A Item 10. Certification N/A _____________________________ (1) Mr. Simmons is a director of the issuer and may be deemed to share beneficial ownership of all of the issuer's common stock held in The MidSouth Bancorp, Inc. Directors' Deferred Compensation Trust (the "Trust"). The Trust allows directors of the issuer and its subsidiary national bank to elect to defer fees payable to him or her for services as a director. Deferred fees are used to purchase the issuer's common stock. Distribution of shares of common stock will occur 60 days after the later of (a) the date on which the director ceases to be a member of the board of directors of the issuer or its national bank subsidiary and (b) the date on which the director attains age 65, and may be made earlier to the director's beneficiary in the event of the director's death. The issuer's common stock held by the Trust is beneficially owned by the Plan Administrator, which has sole voting and investment power. Because the Plan Administrator is the Executive Committee of the Board of Directors of the issuer, all directors of the issuer could be deemed to share voting and investment power with respect to all of the issuer's common stock held in the Trust. As of December 31, 1996, the Trust held 95,942 shares, or 7.0% of the issuer's outstanding common stock, and 12,988 of such shares were allocated to Mr. Simmons' account. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 16 of 18 __________________________________________________________________ Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 13, 1997 __________________________ Signature William M. Simmons, Director MidSouth Bancorp, Inc. Name/Title c:\sally\we\inv-rela\13-gdcom.wpd __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 17 of 18 __________________________________________________________________ EXHIBIT 1 Identity of Each Member of the Group Will G. Charbonnet, Sr. (1) C. R. Cloutier (2) James R. Davis, Jr. Karen L. Hail J. B. Hargroder, M.D. (3) Clayton Paul Hilliard Milton B. Kidd, III., O.D. William M. Simmons __________________ (1) Beneficial ownership previously reported on Schedule 13D filed April 29, 1993. (2) Beneficial ownership previously reported on a Schedule 13D filed April 19, 1993. (3) Beneficial ownership previously reported on a Schedule 13D filed April 29, 1993 and amended July 8, 1993, March 3, 1995 and June 1, 1995. __________________________________________________________________ CUSIP No. 598039 10 5 13G Page 18 of 18 __________________________________________________________________ EXHIBIT 2 Agreement to File Joint Schedule 13G February 13, 1996 James R. Davis, Jr. February 13, 1996 Karen L. Hail February 13, 1996 Clayton Paul Hilliard February 13, 1996 Milton B. Kidd, Jr., O.D. February 13, 1996 William M. Simmons -----END PRIVACY-ENHANCED MESSAGE-----