No. 88-2503.

857 F.2d 240 (1988)

Patricia B. TAYLOR, Plaintiff-Appellee, v. FIRST UNION CORPORATION OF SOUTH CAROLINA, formerly Southern Bancorporation, Inc.; First Union Corporation, Defendants-Appellants.

United States Court of Appeals, Fourth Circuit.

Decided September 22, 1988.

Rehearing and Rehearing Denied October 21, 1988.

Attorney(s) appearing for the Case

John Thompson Allred, Charlotte, N.C. (Kenneth S. Broun, J. Anthony Penry, Petree, Stockton & Robinson, Winston-Salem, N.C., O.G. Calhoun, William M. Grant, Jr., Haynsworth, Marion, McKay & Guerard, Greenville, S.C., Francis C. Clark, Legal Div., First Union Corp., Winston-Salem, N.C., on brief), for defendants-appellants.

John Patrick Freeman, Columbia, S.C., J. Kendall Few, Greenville, S.C., for plaintiff-appellee.

Before RUSSELL and WILKINSON, Circuit Judges, and NIEMEYER, United States District Judge for the District of Maryland, sitting by designation.

Rehearing and Rehearing In Banc Denied October 21, 1988.

WILKINSON, Circuit Judge:

In February 1984, plaintiff Patricia Taylor and her husband, Bennie Taylor, sold their stock in Southern Bancorporation, Inc. to First Union Corporation for $18 a share. In September 1985, Southern and First Union entered into a merger agreement, and First Union offered to purchase all outstanding stock in Southern for $33 a share....

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