K:\FIR129\BC\10Q.DOC (Linda Elrod)


                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON D.C.  20549
                                
                           FORM 10-QSB
                                
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                SECURITIES EXCHANGE ACT OF 1934
                                
           For the Quarterly Period Ended March 31, 1998

                                

                Commission File Number: 333-12373
     


                                
               Southern Community Bancshares, Inc.
      (Exact name of registrant as specified in its charter)
                           


          Delaware                            63-1176408
(State or other jurisdiction               (I.R.S. Employer
    of incorporation or                     Identification No.)
       organization)
                                                   
    325 2nd Street, S.E.                           
      Cullman, Alabama                           35055
    (Address of principal                     (Zip Code)
     executive offices)
                                                   

Registrant's telephone number,         (256) 734-4863
including area code:


Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.


                Yes    X            No      


Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
                                                 
                                                 
            Class                        Outstanding at March
                                                31, 1998
Common Stock, $.01 par value                1,137,350 shares




                  SOUTHERN COMMUNITY BANCSHARES, INC.
                                   
                                   



                  PART I.    FINANCIAL INFORMATION
                                                                  
                                                                Page
                                                               
ITEM 1.     FINANCIAL STATEMENTS:                                 
                                                                  
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION AS OF   2
  MARCH 31, 1998 (UNAUDITED) AND SEPTEMBER 30, 1997
                                                                  
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)          3
  FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)          4
  FOR THE SIX MONTHS ENDED MARCH 31, 1998 AND 1997                             

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)      5
  FOR THE SIX MONTHS ENDED MARCH 31, 1998 AND 1997
                                                                  
THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FURNISHED HAVE    
NOT BEEN AUDITED BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS,
BUT REFLECT, IN THE OPINION OF MANAGEMENT, ALL ADJUSTMENTS
NECESSARY FOR A FAIR PRESENTATION OF FINANCIAL CONDITION AND
THE RESULTS OF OPERATIONS FOR THE PERIODS PRESENTED
                                                                  
ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL   10
  CONDITION AND RESULTS OF OPERATIONS
                                                                  
                                                                  
                                                                  
                PART II.    OTHER INFORMATION                    
                                                                  
OTHER INFORMATION                                               12
                                                                  
SIGNATURES                                                      13
                                   
                  SOUTHERN COMMUNITY BANCSHARES, INC.
                                   
                                   
       CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                                   
                       (DOLLARS IN THOUSANDS)
                                   
                                   
                                   
                                ASSETS
                                   
                                                March 31,      September 30,
                                                   1998            1997
                                                (unaudited)
                  
CASH AND CASH EQUIVALENTS                         $12,253        $  9,887
                                                            
SECURITIES AVAILABLE FOR SALE, at fair value        9,504          12,997
                                                            
SECURITIES HELD TO MATURITY, fair values of          
$3,327 and $3,525, respectively                     3,311           3,525
                                                            
LOANS RECEIVABLE, net                              46,377          42,999
                                                            
PREMISES AND EQUIPMENT                                336             545
                                                            
OTHER ASSETS                                          666             932

       Total assets                               $72,447         $70,885
                                                            
                                                            
                                                            
                LIABILITIES AND STOCKHOLDERS' EQUITY
                                                            
DEPOSITS                                          $57,764         $55,875
                                                            
OTHER LIABILITIES                                   3,200             540

       Total liabilities                           60,964          56,415
                                                            
STOCKHOLDERS' EQUITY:                                       
Preferred stock, par $.01, no shares issued,            0               0
  100,000 authorized
Common stock, par $.01 per share, 1,137,350           
  issued, 3,000,000 authorized                         11              11
Additional paid-in capital                         10,822          10,787
Retained earnings                                   4,530           6,445
Unrealized loss on securities available for sale        0            (36)
Unearned compensation                             (3,880)         (2,737)

      Total stockholders' equity                   11,483          14,470
      Total liabilities and stockholders' equity  $72,447         $70,885
                                   
                                   
                                   
                                   
  The accompanying notes are an integral part of these balance sheets.


                  SOUTHERN COMMUNITY BANCSHARES, INC.
                                   
                                   
              CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   
           (DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


                                               Three Months Ended             
                                                    March 31,      
                                                 1998     1997
                                                  (unaudited)
               
INTEREST INCOME:                                                
  Interest and fees on loans                      $990     $801
  Interest and dividends on   
    securities                                     242      286
  Other interest income                            115      147      
     
     Total interest income                       1,347    1,234
                  
INTEREST EXPENSE:                                               
  Interest on deposits                             613      605      
     Total interest expense                        613      605  
     Net interest income                           734      629        
                                                                
PROVISION FOR LOAN LOSSES                            0        5 
     Net interest income after 
       provision for loan losses                    734     624 
                                                         
NONINTEREST INCOME:                                             
  Customer service fees                              45      40   
     Total noninterest income                        45      40      
                                                                
NONINTEREST EXPENSE:                                            
  Compensation and benefits                         261     156
  Occupancy and equipment                            44      29                
  Deposit insurance expense                           9       6               
  Other operating expense                           195     163     
     Total noninterest expense                      509     354              
     Income before income taxes                     270     310     

PROVISION FOR INCOME TAXES                          116     106
NET INCOME                                          154     204       
                                                                              
BASIC EARNINGS PER SHARE                           $.17    $.20               

DILUTED EARNINGS PER SHARE                         $.16    $.20

DIVIDEND DECLARED PER SHARE                       $2.50   $.075                
                                   
                                   
   The accompanying notes are an integral part of these statements.
                          

                   SOUTHERN COMMUNITY BANCSHARES, INC.

               CONDENSED CONSOLIDATED STATEMENTS OF INCOME

            (DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


                                                   Six Months Ended
                                                       March 31,
                                                    1998       1997
                                                        (Unaudited)

INTEREST INCOME:
  Interest and fees on loans                       $1,959     $1,665
  Interest and dividends on securities                481        552
  Other interest income                               223        221
      Total interest income                         2,663      2,438

INTEREST EXPENSE
  Interest on deposits                              1,220      1,248
      Total interest expense                        1,220      1,248
      Net interest income                           1,443      1,190

PROVISION FOR LOAN LOSSES                               0          5
      Net interest income after provision
        for loan losses                             1,443      1,185

NONINTEREST INCOME:
  Customer service fees                                95        105
      Total noninterest income                         95        105

NONINTEREST EXPENSE:
  Compensation and benefits                           484        347
  Occupancy and equipment                              89         70
  Deposit insurance expense                            17         36
  Other operating expense                             341        283
      Total noninterest expense                       931        736
      Income before income taxes                      607        554

PROVISION FOR INCOME TAXES                            237        190
NET INCOME                                            370        364

BASIC EARNINGS PER SHARE                             $.39       $.21

DILUTED EARNINGS PER SHARE                           $.38       $.21

DIVIDEND DECLARED PER SHARE                         $2.575     $.075


    The accompanying notes are an integral part of these statements.



   
                SOUTHERN COMMUNITY BANCSHARES, INC.
                                   
                                   
          CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   
                     (DOLLARS IN THOUSANDS)
                                                         


<TABLE>
                                                      Six Months Ended
                                                           March 31,
                                                         1998    1997
                                                          (Unaudited)
<S>                                                    <C>     <C>
                                                                
CASH FLOWS FROM OPERATING ACTIVITIES:                           
  Net income                                             $370    $364                                          
                                                   
  Adjustments to reconcile net income to net cash        
    provided by operating activities:
     Depreciation                                          40     106
     Amortization and accretion on securities              22     (14)
     Amortization of unearned compensation                100      23
     Provision for loan losses                              0       5
     Gain on sale of securities, net                        0       8
     Change in assets and liabilities:                               
       Other assets                                       265     153     
       Other liabilities                                  426    (394)
         Total adjustments                                853    (113)
         Net cash provided by operating activities      1,223     251     
         
CASH FLOWS FROM INVESTING ACTIVITIES:                           
  Proceeds from maturities/calls of securities,          
    available for sale                                  3,528     609
  Proceeds from maturities/calls of securities,            
    held to maturity                                      212   3,497
  Purchases of securities, available for sale               0  (6,373)
  Purchases of securities, held to maturity                 0    (501)
  Net loan (originations) repayments                   (3,378)    608
  Proceeds from sale of premises and equipment            194       0
  Capital expenditures                                    (25)    (73)
        Net cash used in investing activities             531  (2,233)  

CASH FLOWS FROM FINANCING ACTIVITIES:                           
  Increase (decrease) in deposits                       1,889  (2,742)         
  Contributions to Plan trusts                           (645)   (502)
  Purchase of stock for stock plan trusts                (563)      0
  Net proceeds from issuance of common stock                0   9,861
  Dividends paid                                          (69)      0
        Net cash provided by financing activities         612   6,617          
                                                                
NET INCREASE IN CASH AND CASH EQUIVALENTS               2,366   4,635 
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD        9,887   3,868
CASH AND CASH EQUIVALENTS AT END OF PERIOD            $12,253 $ 8,503 
                                                       
                                   
                                   
                                   
   The accompanying notes are an integral part of these statements.


                  SOUTHERN COMMUNITY BANCSHARES, INC.
                                   
                                   
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   
                                   

  1.BASIS OF PRESENTATION
   
   Southern Community Bancshares, Inc. (the "Company") was
   incorporated in the State of Delaware at the direction of
   management of First Federal Savings and Loan Association of
   Cullman (the "Association") for the purpose of serving as a
   savings institution holding company of the Association upon the
   acquisition of all of the capital stock issued by the Association
   upon the conversion from a federally chartered mutual savings
   association form of organization to a federally chartered stock
   savings association (the "Conversion").
   
   The accompanying unaudited condensed consolidated financial
   statements as of March 31, 1998 and 1997, and for the three- and
   six-month periods then ended, include the accounts of the Company
   and the Association.  All significant intercompany transactions and
   accounts have been eliminated in consolidation.
   
   The condensed consolidated financial statements were prepared by
   the Company without an audit, but in the opinion of management,
   reflect all adjustments necessary for the fair presentation of
   financial position and results of operations for the three- and
   six-month periods ended March 31, 1998 and 1997.  Results of operations
   for the current interim period are not necessarily indicative of
   results expected for the fiscal year ended September 30, 1998.
   While certain information and footnote disclosures normally
   included in financial statements prepared in accordance with
   generally accepted accounting principles have been condensed or
   omitted pursuant to the rules and regulations of the Securities
   and Exchange Commission, management believes that the disclosures
   herein are adequate to make the information presented not
   misleading.  These condensed consolidated financial statements
   should be read in conjunction with the financial statements and
   notes thereto for the year ended September 30, 1997.  The
   accounting policies followed by the Company are set forth in
   the summary of significant accounting policies in the
   Company's September 30, 1997 financial statements.
   

  2.STOCK CONVERSION
   
   On December 23, 1996, the Conversion to a federally chartered
   stock savings association through amendment of its charter, and
   issuance of common stock to the Company was completed.  Related
   thereto, the Company sold 1,137,350 shares of common stock, par
   value $.01 per share, at an initial price of $10 per share in
   subscription and community offerings.  Costs associated with the
   Conversion were approximately $750,000, including underwriting
   fees.  These conversion costs were deducted from the gross
   proceeds of the sale of the common stock.
   
   In connection with the Conversion, the Company has established an
   employee stock ownership plan (the "ESOP").  The ESOP purchased
   approximately 8%, or 90,988 shares, of the total shares of common
   stock sold.  The Company lent $909,880 to the ESOP for the
   purchase of the shares of common stock.  Unearned compensation for
   the ESOP was charged to stockholders' equity and is reduced
   ratably in connection with principal payments under the terms of
   the Plan.
   
   The Management Recognition Plan ("MRP") and the Stock Option Plan
   ("SOP") were approved by shareholders on January 19, 1998.  Under
   the MRP, employees and directors could be awarded an aggregate amount
   of shares of common stock equal to 4% of the shares issued in the
   Conversion (45,494 shares of common stock) and the Stock Option Plan
   ("SOP"), employees and directors could be granted options to purchase
   an aggregate amount of shares of common stock equal to 10% of the shares
   issued in the Conversion at exercise prices equal to the market price
   of the common stock on the date of grant.  At March 31, 1998, the
   MRP and SOP plan trust had purchased 160,035 shares of the Company's
   stock.
   
   
3.EARNINGS PER SHARE
   
   Basic earnings per share were computed by dividing net income by
   the weighted average number of shares of common stock outstanding during
   the three and six month period ended March 31, 1998 and by dividing the
   earnings for the period from December 23, 1996, the date of Conversion,
   to March 31, 1997 and the period from January 1, 1997 to March 31, 1997
   by the weighted average number of shares of common stock outstanding
   during the quarters.  Common Stock outstanding consists of issued
   shares less unallocated ESOP shares, and shares owned by the MRP
   and Stock Option plan trust.  Diluted earnings per share for the
   period from December 23, 1996 to March 31, 1997 and from
   January 1, 1997 to March 31, 1997 were the same as Basic earnings
   per share because there were no dilutive securities outstanding
   during the periods.

   In 1997, the Company adopted SFAS No. 128, "Earnings Per Share,"
   effective December 15, 1997.  As a result, the Company's reported
   earnings per share for 1996 were restated.  The following table
   represents the earnings per share calculations for the three months
   ended March 31, 1998 and 1997:

                                                           Per Share
     For the Three Months Ended      Income     Shares       Amount    

   March 31, 1998:
     Net income                    $154,000
     Basic earnings per share:
       Income available to common
         shareholders               154,000     894,598        $.17
     Dilutive securities                  0      47,820           0
     Diluted earnings per share    $154,000     942,418        $.16

   March 31, 1997:
     Net income                    $204,000 
     Basic earnings per share:
       Income available to common
         shareholders               204,000   1,023,768        $.20
     Dilutive securities                  0           0           0
     Diluted earnings per share    $204,000   1,023,768        $.20

                                                             Per Share
     For the Six Months Ended        Income       Shares         Amount

   March 31, 1998:
     Net income                    $370,000
     Basic earnings per share:
       Income available to common
         shareholders               370,000     944,083        $.39
     Dilutive securities                  0      24,042           0
     Diluted earnings per share    $370,000     968,125        $.38

   March 31, 1997:
     Net income for the period
       from December 23, 1996 to
       March 31, 1997             $219,652
     Basic earnings per share:
       Income available to common
         shareholders              219,652    1,025,822        $.21 
     Dilutive securities                 0            0           0
     Diluted earnings per share   $219,652    1,025,822        $.21


4.PENDING ACCOUNTING PRONOUNCEMENTS

  The AICPA has issued Statements of Position 98-1, Accounting for the 
  Costs of Computer Software Developed or Obtained for Internal Use.  
  This statement requires capitalization of external direct costs of
  materials and services; payroll and payroll-related costs for employees
  directly associated; and interest costs during development of computer
  software for internal use (planning and preliminary costs should be
  expensed).  Also, capitalized costs of computer software developed or 
  obtained for internal use should be amortized on a straight-line basis
  unless another systematic and rational basis is more representative of 
  the software's use.
 
  This statement is effective for financial statements for fiscal years
  beginning after December 15, 1998 (prospectively) and is not expected
  to have a material effect on the consolidated financial statements.

5.DIVIDEND

  On March 16, 1998, the Board of Directors declared a special cash
  dividend of $2.50 per share to all shareholders of record on
  March 31, 1998, payable April 8, 1998.  The dividend payable at
  March 31, 1998 was $2.2 million.




Item 2.Management's Discussion and Analysis or Plan of Operations

      On December 23, 1996, the Company completed the sale of
1,137,350 shares of its common stock in an initial public offering at
a price of $10.00 per share and simultaneously acquired the shares of
common stock of the Association in connection with the mutual to stock
conversion.  Costs associated with the offering were approximately
$750,000.  Prior to December 23, 1996, the Company had not issued any
stock, had no assets or liabilities and had not engaged in any
business activities other than of an organizational nature.
Accordingly, the financial data for periods prior to the Conversion
included herein reflect the operations of the Association only.

      Comparison of Financial Condition at March 31, 1998 and
September 30, 1997.  Total assets increased by $1.6 million or 2.2%.
Liabilities increased by $4.5 million or 8.1%.  Securities available for
sale decreased by $3.5 million due primarily to maturities and prepayments.
These funds were used to fund a $3.4 million, or 7.9% increase in loans.
The remaining change in assets is primarily a $2.4 million increase in
cash which will be used to pay the $2.2 million special dividend.  The
increase in liabilities is primarily due to the special dividend payable
of $2.2 million and a $1.9 increase in deposits.

      Stockholders' equity decreased by $3.0 million due primarily to
dividends and contributions to benefit plan trusts which were partially
offset by net income.
      
      Comparison of Results of Operations for the Three Months Ended
March 31, 1998 and 1997.  The Company reported net income for the
three months ended March 31, 1998 of $154,000 as compared to $204,000
for the three months ended March 31, 1997.

      Net Interest Income.  Net interest income for the three months
ended March 31, 1998 amounted to $734,000 as compared to $629,000
for the three months ended March 31, 1997.  Net interest income
after provision for loan losses increased $110,000 or 17.6%, during the
three months ended March 31, 1998 as compared to the prior year period.
This increase resulted primarily from an increase in the average balance
of loans during the three months ended March 31, 1998 as compared to the
prior year period.

      Provision for Loan Losses.  Provisions for loan losses are made
to maintain the allowance for loan losses at an adequate level.  The
allowance for loan losses reflects management's estimates which took
into account historical experience, the amount of non-performing assets,
and general economic conditions.

      Noninterest Expense.  Noninterest expense for the three months ended
March 31, 1998 amounted to $509,000 as compared to $354,000 for the
three months ended March 31, 1997.  The $155,000, or 43.8% increase
is primarily the result of increased compensation expense due to the ESOP
and MRP plans and other operating expense increases due to professional fees.

      Capital Resources.  The Association's primary sources of funds
are customer deposits, repayments of loan principal, and interest from
loans and investments.  While scheduled principal repayments on loans
and mortgage-backed securities are a relatively predictable source of
funds, deposit flows, and loan prepayments are greatly influenced by
general interest rates, economic conditions, and competition.  The
Association manages the pricing of its deposits to maintain a desired
deposit balance.  In addition, the Association invests in short-term
interest-earning assets which provide liquidity to meet lending
requirements.

     The Association is required to maintain certain levels of
regulatory capital.  At March 31, 1998 and September 30, 1997, the
Company and the Association were in compliance with all regulatory
capital requirements.

     Comparision of Results of Operations for the Six Months Ended
March 31, 1998 and 1997.  The Company reported net income for the six
months ended March 31, 1998 of $370,000 as compared to $364,000 for the
six months ended March 31, 1997.

     Net Interest Income.  Net interest income for the six months ended
March 31, 1998 amounted to $1,443,000 as compared to $1,190,000 for the
six months ended March 31, 1997.  Total interest income increased
$225,000 or 9.2% during the six months ended March 31, 1998 as compared
to the prior year period.  This increase resulted primarily from an 
increase in the average balance of total interest bearing assets during
the six months ended March 31, 1998 as compared to the prior year period.
Total interest expense decreased during the six months ended March 31, 1998.
This decrease resulted primarily from a decrease in average deposits
between the periods.

     Provision for Loan Losses.  Provisions for loan losses are made to
maintain the allowance for loan losses at an adequate level.  The allowance
for loan losses reflects management's estimates which took into account 
historical experience, the amount of nonperforming assets, and general
economic conditions.

     Provision for Income Taxes.  Income tax expense for the six months 
ended March 31, 1998 increased by $47,000 to $237,000 as compared to income
tax expense of $190,000 for the six months ended March 31, 1997.  This
increase is due to increased income before income taxes.

     Noninterest Expense.  Noninterest expense for the six months ended
March 31, 1998 amounted to $931,000 as compared to $736,000 for the six
months ended March 31, 1997.  The $195,000 or 26.5% increase is 
primarily the result of increased compensation expense due to the ESOP
and MRP plans and other operating expense increases due to professional
fees.  These increases were partially offset by decreases in deposit
insurance expense.



                     PART II.    OTHER INFORMATION




Item 1.  Legal Proceedings

From time to time, the Company and subsidiary may be a party to
various legal proceedings incident to its or their business.  At
March 31, 1998, there were no legal proceedings to which the
Company or subsidiary was a party, or to which any of their
property was subject, which were expected by management to result in a
material loss.


Item 2.  Changes in Securities

     None


Item 3.  Defaults Upon Senior Securities

     None


Item 4.  Submission of Matters to a Vote of Security Holders

     None


Item 5.  Other Information

     Not applicable


Item 6.  Exhibits and Reports on Form 8-K

     Not applicable



                              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 thereunto duly authorized.


                                 SOUTHERN COMMUNITY BANCSHARES, INC.





Date:      May 15, 1998         _____________________________________
                                William R. Faulk
                                President and Chief Executive Officer



Date:      May 15, 1998         _____________________________________
                                Beth B. Knight
                                Secretary and Treasurer




</TABLE>