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 June 30, 1999



                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 June
                                                30, 1999
Common Stock, $.01 par value                1,030,849 shares




                  SOUTHERN COMMUNITY BANCSHARES, INC.





                  PART I.    FINANCIAL INFORMATION

                                                                Page

ITEM 1.     FINANCIAL STATEMENTS:

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION AS OF   2
   JUNE 30, 1999 (UNAUDITED) AND SEPTEMBER 30, 1998

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)          3
  FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
  FOR THE NINE MONTHS ENDED JUNE 30, 1999 AND 1998               4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
  FOR THE NINE MONTHS ENDED JUNE 30, 1999 AND 1998               5

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    8
  CONDITION AND RESULTS OF OPERATIONS



                PART II.    OTHER INFORMATION

OTHER INFORMATION                                               10

SIGNATURES                                                      11



                  SOUTHERN COMMUNITY BANCSHARES, INC.


       CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

                       (DOLLARS IN THOUSANDS)



                                ASSETS

                                                 June 30,    September 30,
                                                   1999            1998
                                                (unaudited)

CASH AND CASH EQUIVALENTS                         $ 6,838        $  9,591

SECURITIES AVAILABLE FOR SALE, at fair value       11,144           8,593

SECURITIES HELD TO MATURITY, fair values of
$766 and $1,858, respectively                         762           1,836

LOANS RECEIVABLE, net                              44,122          45,846

PREMISES AND EQUIPMENT                                307             298

OTHER ASSETS                                          650             656

       Total assets                               $63,823         $66,820



                LIABILITIES AND STOCKHOLDERS' EQUITY

DEPOSITS                                          $55,514         $55,557

OTHER LIABILITIES                                     158             163

       Total liabilities                           55,672          55,720

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                         10,826          10,808
Retained earnings                                   3,076           4,866
Unrealized gain (loss) on securities
  available for sale                                  (59)             17
Treasury stock                                     (1,397)           (831)
Unearned compensation                              (4,306)         (3,771)

      Total stockholders' equity                    8,151          11,100
      Total liabilities and stockholders' equity  $63,823         $66,820




  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
                                                    June 30,
                                                 1999     1998
                                                  (unaudited)

INTEREST INCOME:
  Interest and fees on loans                    $ 932     $1,001
  Interest and dividends on
    securities                                    167        187
  Other interest income                            71        121

     Total interest income                      1,170      1,309

INTEREST EXPENSE:
  Interest on deposits                            547        603
     Total interest expense                       547        603
     Net interest income                          623        706

PROVISION FOR LOAN LOSSES                           0          0
     Net interest income after
       provision for loan losses                  623        706

NONINTEREST INCOME:
  Customer service fees                            36         75
     Total noninterest income                      36         75

NONINTEREST EXPENSE:
  Compensation and benefits                       274        267
  Occupancy and equipment                          38         42
  Deposit insurance expense                         8          9
  Other operating expense                         123         81
     Total noninterest expense                    443        399
     Income before income taxes                   216        382

PROVISION FOR INCOME TAXES                         82        107
NET INCOME                                        134        275

BASIC EARNINGS PER SHARE                         $.17       $.31

DILUTED EARNINGS PER SHARE                       $.16       $.29

DIVIDEND DECLARED PER SHARE                   $ .0825     $ .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)

                                                    Nine Months Ended
                                                         June 30,
                                                     1999        1998
                                                        (Unaudited)

INTEREST INCOME:
   Interest and fees on loans                      $2,905      $2,960
   Interest and dividends on securities               442         668
   Other interest income                              284         344
           Total interest income                    3,631       3,972

INTEREST EXPENSE:
   Interest on deposits                             1,686       1,823
           Total interest expense                   1,686       1,823
           Net interest income                      1,945       2,149

PROVISION FOR LOAN LOSSES                               0           0
           Net interest income after provision
               for loan losses                      1,945       2,149

NONINTEREST INCOME:
   Customer service fees                              110         170
           Total noninterest income                   110         170

NONINTEREST EXPENSE:
   Compensation and benefits                          800         751
   Occupancy and equipment                            111         131
   Deposit insurance expense                           24          26
   Other operating expense                            378         422
           Total noninterest expense                1,313       1,330
           Income before income taxes                 742         989

PROVISION FOR INCOME TAXES                            305         344
NET INCOME                                         $  437      $  645

BASIC EARNINGS PER SHARE                             $.55        $.70

DILUTED EARNINGS PER SHARE                           $.52        $.67

DIVIDEND DECLARED PER SHARE                        $2.365      $2.575


   The accompanying notes are an integral part of these statements.





                SOUTHERN COMMUNITY BANCSHARES, INC.


          CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                     (DOLLARS IN THOUSANDS)



<TABLE>
                                                   Nine Months Ended
                                                       June 30,
                                                     1999    1998
                                                      (Unaudited)
<S>                                                    <C>     <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                        $  437  $  645

  Adjustments to reconcile net income to net cash
    provided by operating activities:
     Depreciation                                       41      61
     Amortization and accretion on securities            3      31
     Amortization of unearned compensation             238     203
     Provision for loan losses                           0       0
     Gain on sale of securities, net                     0       0
     Change in assets and liabilities:
        Other assets                                     6     300
        Other liabilities                              (51)   (307)
         Total adjustments                             237     288
         Net cash provided by operating activities     674     933

CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from maturities/calls of securities,
    available for sale                               1,656   6,182
  Proceeds from maturities/calls of securities,
    held to maturity                                 1,071     693
  Purchases of securities, available for sale       (5,401)      0
  Purchases of securities, held to maturity              0       0
  Proceeds from sales of securities,
    available for sale                               1,079       0
  Net loan (originations) repayments                 1,724  (2,857)
  Proceeds from sale of premises and equipment           0     194
  Capital expenditures                                 (50)    (25)
        Net cash provided by investing activities       79   4,187

CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (decrease) in deposits                      (43)    (50)
  Contributions to Plan trusts                        (755)   (665)
  Purchase of stock for stock plan trusts                0    (563)
  Purchase of treasury stock                          (566)      0
  Dividends paid                                    (2,142) (2,285)
        Net cash (used in) provided by
              financing activities                  (3,506) (3,563)
NET (DECREASE)INCREASE IN CASH AND CASH EQUIVALENTS (2,753)  1,557
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD     9,591   9,887
CASH AND CASH EQUIVALENTS AT END OF PERIOD          $6,838 $11,444




   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 June 30, 1999 and 1998, and for the three-month
   and nine-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-month
   and nine month periods ended June 30, 1999 and 1998.  Results of
   operations for the current interim period are not necessarily
   indicative of results expected for the fiscal year ended
   September 30, 1999.  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, 1998.  The
   accounting policies followed by the Company are set forth in
   the summary of significant accounting policies in the
   Company's September 30, 1998 financial statements.


  2.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-month and nine-month periods ended June 30, 1999 and 1998.
   Common Stock outstanding consists of issued shares less unallocated
   ESOP shares, and shares owned by the MRP and SOP plan trust.

   In 1997, the Company adopted SFAS No. 128, "Earnings Per Share,"
   effective December 15, 1997.  The following table represents
   the earnings per share calculations for the three and nine months ended
   June 30, 1999 and 1998:

                                                           Per Share
     For the Three Months Ended      Income     Shares       Amount

   June 30, 1999:
     Net income                    $134,000
     Basic earnings per share:
       Income available to common
         shareholders               134,000     771,017        $.17
     Dilutive securities                  0      36,904           0
     Diluted earnings per share    $134,000     807,921        $.16

   June 30, 1998:
     Net income                    $275,000
     Basic earnings per share:
       Income available to common
         shareholders               275,000     889,580        $.31
     Dilutive securities                  0      53,031           0
     Diluted earnings per share    $275,000     942,610        $.29


     For the Nine Months Ended

   June 30, 1999:
     Net income                   $437,000
     Basic earnings per share:
       Income available to common
         shareholders              437,000      796,048        $.55
     Dilutive securities                 0       41,357           0
     Diluted earnings per share   $437,000      837,405        $.52

   June 30, 1998:
     Net income                   $645,000
     Basic earnings per share:
       Income available to common
         shareholders              645,000      925,390        $.70
     Dilutive securities                 0       33,968           0
     Diluted earnings per share   $645,000      959,358        $.67

3. PENDING ACCOUNTING PRONOUNCEMENTS

   In October 1998, the Financial Accounting Standards Board ("FASB")
   issued Statement of Financial Accounting Standards ("SFAS") No. 134,
   Accounting for Mortgage-Backed Securities Retained After the
   Securitization of Mortgage Loans Held for Sale by a Mortgage Banking
   Enterprise.  This Statement, an amendment to SFAS No. 65, requires that
   after the securitization of mortgage loans held for sale, an entity
   engaged in mortgage banking activities classify the resulting mortgage-
   backed securities or other retained interests based on its ability to
   sell or hold those investments.  This Statement is effective the first
   fiscal quarter beginning after December 15, 1998.  The Company adopted
   the provisions of this Statement on January 1, 1999.  Based on the
   Company's current operating activities, the adoption of this Statement
   did not have an impact on the presentation of the Company's financial
   condition or results of operations.

   In June 1999, the FASB issued SFAS No. 137, Accounting for Derivative
   Instruments and Hedging Activities--Deferral of the Effective Date of
   FASB Statement No. 133.  This statement delays the effective date of
   Statement 133 from fiscal quarters of all fiscal years beginning after
   June 15, 1999, with earlier application encouraged to fiscal quarters
   of all fiscal years beginning after June 15, 2000.


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.

      Comparison of Financial Condition at June 30, 1999 and
September 30, 1998.  Total assets decreased by $2.99 million or 4.5%,
due primarily to the payment of a $2.1 million special dividend.  Loans
receivable decreased by $1,724,000 primarily due to loan payoffs.  These
funds along with the $2.7 million decrease in cash were used to fund a
$2.5 million, or 29%, increase in securities available for sale and to
pay the $2.1 million special dividend.

      Stockholders' equity decreased by $2.9 million due primarily to
the payment of a $2.1 million special dividend and the $566,000 repurchase
of treasury stock.

      Comparison of Results of Operations for the Three Months Ended
June 30, 1999 and 1998.  The Company reported net income for the
three months ended June 30, 1999 of $134,000 as compared to $275,000
for the three months ended June 30, 1998.

      Net Interest Income.  Net interest income for the three months
ended June 30, 1999 amounted to $623,000 as compared to $706,000
for the three months ended June 30, 1998.  Net interest income
after provision for loan losses decreased $83,000 or 11.7%, during the
three months ended June 30, 1999 as compared to the prior year period.
This decrease resulted from a decrease in the average balance
of loans during the three months ended June 30, 1999 as compared
to the prior year period, and from the loss of interest income on the funds
used to pay the special dividend and purchase treasury stock.

      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.  No provision for loan losses was made
for either of the quarters ended June 30, 1999 or 1998.

      Noninterest Expense.  Noninterest expense for the three months ended
June 30, 1999 amounted to $443,000 as compared to $399,000 for the
three months ended June 30, 1998.  The $44,000, or 11%, increase is
primarily due to an increase in professional service 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 June 30, 1999 and September 30, 1998, the
Company and the Association were in compliance with all regulatory
capital requirements.

     Comparison of Results of Operations for the Nine Months Ended
June 30, 1999 and 1998.  The Company reported net income for the nine
months ended June 30, 1999 of $437,000 as compared to $645,000 for the
nine months ended June 30, 1998.

     Net Interest Income.  Net interest income for the nine months ended
June 30, 1999 amounted to $1,945,000 as compared to $2,149,000 for the
nine months ended June 30, 1998.  Total interest income decreased $204,000
or 9.5% during the nine months ended June 30, 1999 as compared to the
prior year period.  This decrease resulted primarily from a decrease in
the average balance of total interest bearing assets during the nine months
ended June 30, 1999 as compared to the prior period.  Total interest
expense decreased during the nine months ended June 30, 1999.  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 nine months
ended June 30, 1999 decreased by $39,000 to $305,000 as compared to income
tax expense of $344,000 for the nine months ended June 30, 1998.  This
decrease is due to decreased income before income taxes.

     Noninterest Expense.  Noninterest expense for the nine months ended
June 30, 1999 amounted to $1,313,000 as compared to $1,330,000 for the nine
months ended June 30, 1998.  The $17,000 or 1.35% decrease is primarily
due to recurring cost savings from operations.  These decreases were
partially offset by increased compensation expense due to the ESOP and
MRP plans.

     Year 2000 Problem.  A great deal of information has been disseminated
about the global computer crash that may occur in the year 2000.  Many
computer programs that can only distinguish the final two digits of the
year entered (a common programming practice in earlier years) are expected
to read entries for the year 2000 as the year 1900.  All of the significant
data processing of the Association that could be affected by this problem
is provided by a third party service bureau.  The service bureau of the
Association has advised the Association that it has resolved any potential
problem.



                     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
June 30, 1999, 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:     August 15, 1999       _____________________________________
                                William R. Faulk
                                President and Chief Executive Officer



Date:     August 15, 1999       _____________________________________
                                Beth B. Knight
                                Secretary and Treasurer




</TABLE>