AUGUSTA, Ga. - An increasingly nasty proxy fight over the future of Georgia's largest thrift, Bankers First Corp., was finally played out Wednesday before more than 100 stockholders at the thrift's annual meeting.

Bankers First chairman H.M. Osteen found himself on the defensive when two shareholders lashed out at him for fighting a proposal for a quick sale of the $1.1 billion-asset thrift.

After Mr. Osteen adjourned the meeting, which had been delayed three weeks because of the proxy battle, a shareholder blasted him for spending $100,000 on the proxy solicitation process, including airfare for visits to 11 institutional investors.

"I've made only two flights," Mr. Osteen said, visibly restraining his anger. "I don't know where you get your information."

An individual who owns 7,500 shares accused Mr. Osteen of not returning his phone calls and suggested that Mr. Osteen, who owns 7.2% of the stock, buy the rest of the bank with his "exorbitant salary," which was $322,000 in 1993.

"I return phone calls to every shareholder, except two," Mr. Osteen said to a group of reporters after the meeting. "And you just met them. They're harassment specialists."

It was not clear which way the final vote would go, but several shareholders and observers present thought most of the company's institutional investors, who hold 26% of the stock, would vote in favor of a sale. Mr. Osteen said the company has been analyzing the benefits of a sale for two years and believes Bankers First could fetch a higher price after more nonperforming assets and real estate investments are reduced.

One of the "substantial" institutional investors, but with less than 5% of the stock, will side with management, according to Jerry Shearer, the leader of the proxy battle.

Bankers First expects a preliminary tally of the votes to be ready by May 22. The official numbers will be announced at a meeting scheduled for June 7.

Selling Bankers First was one of four proposals submitted by Mid- Atlantic Investors of Columbia, S.C., which owns 9.5% of the stock, and another investor group.

The other proposals concern the pay and retirement packages of the senior executives, as well as an interest-free loan program available to only nine executives.

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