FOR IMMEDIATE RELEASE                                          AT
TUESDAY, APRIL 29, 1997                            (202) 616-2771
                                               TDD (202) 514-1888


 SOUTHERN NATIONAL AND UNITED CAROLINA BANCSHARES AGREE TO SELL
20 NORTH CAROLINA BANK BRANCHES TO GAIN JUSTICE DEPARTMENT APPROVAL
                         OF THEIR MERGER

   Divestitures will Preserve Competition for Loans and other
               Banking Services in North Carolina


     WASHINGTON, D.C. --  The Department of Justice's Antitrust
Division reached an agreement today with Southern National Corp.
and United Carolina Bancshares that will allow their proposed
merger to go forward, so long as they sell 20 branch offices with
total deposits of about $488 million. 

     Southern National of Winston-Salem, North Carolina and
United Carolina of Whiteville, North Carolina, agreed with the
Antitrust Division to divest 15 United Carolina branch offices
and five Southern National branch offices.  The offices are
located in 10 different geographic areas of North Carolina, and
will be divested to resolve the Division's concerns that the
merger would have lessened competition for banking services in
the following Federal Reserve Board North Carolina markets:
Monroe, Columbus County, Duplin County, Goldsboro, Hoke County,
Martin County, Monroe, Richmond County, Robeson County, Sampson
County and Washington County.

     "For consumers and small businesses seeking the most
competitive loan rates, this is good news.  Without divestiture,
this merger could have stifled competition among North Carolina
lenders," said Joel I. Klein, Acting Assistant Attorney General
in charge of the Department's Antitrust Division.  "These
divestitures allow Southern National to become a more efficient
statewide bank while preserving competition for loans and other
banking services."

     The banks also agreed that for one year, they would not take
steps to preclude other financial institutions from leasing or
purchasing any bank branches that they may close due to
consolidation resulting from this merger.

     The Department said it will advise the Federal Reserve Board
that, subject to divestiture of the branch offices and associated
loans and deposits, the Division will not challenge the merger. 
Subject to regulatory approvals, the 20 branches and associated
loans and deposits that Southern National will divest will be
sold to a competitively suitable buyer.  The proposed merger of
Southern National and United Carolina must still be approved by
the Board of Governors of the Federal Reserve System. 
 
     Southern National is based in Winston-Salem and has 425
offices with about $15 billion in deposits and $21.2 billion in
total assets. 
 
     United Carolina is based in Whiteville and has 153 offices
with about $4 billion in total deposits and $4.5 billion in total
assets.  
      
      
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