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 December 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 December
                                                31, 1998
Common Stock, $.01 par value                1,080,482 shares




                  SOUTHERN COMMUNITY BANCSHARES, INC.
                                   
                                   



                  PART I.    FINANCIAL INFORMATION
                                                                  
                                                                Page
                                                               
ITEM 1.     FINANCIAL STATEMENTS:                                 
                                                                  
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION AS OF   2
   DECEMBER 31, 1998 (UNAUDITED) AND SEPTEMBER 30, 1998
                                                                  
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)          3
  FOR THE THREE MONTHS ENDED DECEMBER 31, 1998 AND 1997
      
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)      4
  FOR THE THREE MONTHS ENDED DECEMBER 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    7
  CONDITION AND RESULTS OF OPERATIONS
                                                                  
                                                                  
                                                                  
                PART II.    OTHER INFORMATION                    
                                                                  
OTHER INFORMATION                                                9
                                                                  
SIGNATURES                                                      10
                                   


                  SOUTHERN COMMUNITY BANCSHARES, INC.
                                   
                                   
       CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                                   
                       (DOLLARS IN THOUSANDS)
                                   
                                   
                                   
                                ASSETS
                                   
                                              December 31,    September 30,
                                                   1998            1998
                                                (unaudited)
                  
CASH AND CASH EQUIVALENTS                         $12,459        $  9,591
                                                            
SECURITIES AVAILABLE FOR SALE, at fair value        7,700           8,593
                                                            
SECURITIES HELD TO MATURITY, fair values of          
$1,397 and $1,858, respectively                     1,384           1,836
                                                            
LOANS RECEIVABLE, net                              45,815          45,846
                                                            
PREMISES AND EQUIPMENT                                294             298
                                                            
OTHER ASSETS                                          718             656

       Total assets                               $68,370         $66,820
                                                            
                                                            
                                                            
                LIABILITIES AND STOCKHOLDERS' EQUITY
                                                            
DEPOSITS                                          $56,818         $55,557

BORROWED FUNDS                                      2,781               0
                                                            
OTHER LIABILITIES                                     211             163

       Total liabilities                           59,810          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                         10,816          10,808
Retained earnings                                   2,929           4,866
Unrealized gain (loss) on securities
  available for sale                                   22              17
Treasury stock                                      (831)           (831)
Unearned compensation                             (4,387)         (3,771)

      Total stockholders' equity                   8,560          11,100
      Total liabilities and stockholders' equity $68,370         $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             
                                                  December 31,      
                                                 1998     1997
                                                  (unaudited)
               
INTEREST INCOME:                                                
  Interest and fees on loans                    $1,010     $969
  Interest and dividends on   
    securities                                     143      239
  Other interest income                            109      108      
     
     Total interest income                       1,262    1,316
                  
INTEREST EXPENSE:                                               
  Interest on deposits                             580      606      
     Total interest expense                        580      606  
     Net interest income                           682      710        
                                                                
PROVISION FOR LOAN LOSSES                            0        0 
     Net interest income after 
       provision for loan losses                   682      710 
                                                         
NONINTEREST INCOME:                                             
  Customer service fees                             42       49   
     Total noninterest income                       42       49      
                                                                
NONINTEREST EXPENSE:                                            
  Compensation and benefits                         260     224
  Occupancy and equipment                            36      45                
  Deposit insurance expense                           8       7               
  Other operating expense                           133     146     
     Total noninterest expense                      437     422              
     Income before income taxes                     287     337     

PROVISION FOR INCOME TAXES                          127     121
NET INCOME                                          160     216       
                                                                              
BASIC EARNINGS PER SHARE                           $.20    $.22               

DILUTED EARNINGS PER SHARE                         $.19    $.22

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>
                                                    Three Months Ended
                                                         December 31,
                                                         1998    1997
                                                          (Unaudited)
<S>                                                    <C>     <C>
                                                                
CASH FLOWS FROM OPERATING ACTIVITIES:                           
  Net income                                             $160    $216                                          
                                                   
  Adjustments to reconcile net income to net cash        
    provided by operating activities:
     Depreciation                                          12      20
     Amortization and accretion on securities              18      12
     Amortization of unearned compensation                 77      40
     Change in assets and liabilities:                               
       Other assets                                       (62)    244     
       Other liabilities                                   45    (267)
         Total adjustments                                 90      49
         Net cash provided by operating activities        250     265     
         
CASH FLOWS FROM INVESTING ACTIVITIES:                           
  Proceeds from maturities/calls of securities,          
    available for sale                                    886   2,212
  Proceeds from maturities/calls of securities,            
    held to maturity                                      449     671
  Purchases of securities, available for sale               0       0
  Purchases of securities, held to maturity                 0       0
  Proceeds from sales of securities,
    available for sale                                      0       0
  Net loan (originations) repayments                       31  (2,758)
  Capital expenditures                                    ( 8)    (25)
        Net cash used in investing activities           1,358     100  

CASH FLOWS FROM FINANCING ACTIVITIES:                           
  Increase (decrease) in deposits                       1,261     646         
  Contributions to Plan trusts                           (685)    (17)
  Purchase of stock for stock plan trusts                   0       0
  Proceeds from borrowed funds                          2,781       0
  Dividends paid                                        2,097    (69)
        Net cash provided by financing activities       1,260     (2)          
                                                                
NET INCREASE IN CASH AND CASH EQUIVALENTS               2,868     363 
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD        9,591   9,887
CASH AND CASH EQUIVALENTS AT END OF PERIOD            $12,459 $10,250 
                                                       
                                   
                                   
                                   
   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 December 31, 1998 and 1997, and for the three-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
   periods ended December 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, 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.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.
   
  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-month periods ended December 31, 1998 and 1997.  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 months ended
   December 31, 1998 and 1997:

                                                           Per Share
     For the Three Months Ended      Income     Shares       Amount    

   December 31, 1998:
     Net income                    $160,000
     Basic earnings per share:
       Income available to common
         shareholders               160,000     814,283        $.20
     Dilutive securities                  0      45,494           0
     Diluted earnings per share    $160,000     859,777        $.19

   December 31, 1997:
     Net income                    $216,000 
     Basic earnings per share:
       Income available to common
         shareholders               216,000     993,567        $.22
     Dilutive securities                  0           0           0
     Diluted earnings per share    $216,000     993,567        $.22


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 December 31, 1998 and
September 30, 1998.  Total assets increased by $1.5 million or 2.3%.
Liabilities increased by $4.0 milion or 7.3%, primarily due to the
holding company borrowing of $2.8 million.   Securities available for
sale decreased by $893,000 due primarily to maturities and prepayments.
These funds were used to fund a $2.9 million, or 29.9% increase in cash
and to pay the $2.1 million special dividend.

      Stockholders' equity decreased by $2.5 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
December 31, 1998 and 1997.  The Company reported net income for the
three months ended December 31, 1998 of $160,000 as compared to $216,000
for the three months ended December 31, 1997.

      Net Interest Income.  Net interest income for the three months
ended December 31, 1998 amounted to $682,000 as compared to $710,000
for the three months ended December 31, 1997.  Net interest income
after provision for loan losses decreased $28,000 or 3.9%, during the
three months ended December 31, 1998 as compared to the prior year period.
This decrease resulted primarily from a decrease in the average balance
of securities during the three months ended December 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.  No provision for loan losses was made
for either of the quarters ended December 31, 1998 of 1997.

      Noninterest Expense.  Noninterest expense for the three months ended
December 31, 1998 amounted to $437,000 as compared to $422,000 for the
three months ended December 31, 1997.  The $15,000, or 3.6% increase
is primarily the result of increased compensation expense due to expenses
related to the MRP Plan.

      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 December 31, 1998 and September 30, 1998, the
Company and the Association were in compliance with all regulatory
capital requirements.


                     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
December 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:      February 15, 1999    _____________________________________
                                William R. Faulk
                                President and Chief Executive Officer



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




</TABLE>