Synovus Financial Corp. said hursday it agreed to acquire BSC Corp., the largest indepenent commercial bank left in outh Carolina, for $153 million in stock, or 2.1 times stated book value.

The long-rumored acquisition, which is scheduled to close in next year's first quarter, will be Synovus' largest and its first venture into South Carolina.

Synovus, which is based in Columbus, Ga., has assets of $5.9 billion and operates 32 community banks in Georgia, Florida. and Alabama. Sumter-based NBSC, which has assets of $1 billion and 43 branches, agreed to sell out for Synovus stock valued at $32.40 a share.

NBSC, which closed Thursday up $1.0625 at $29.0625, had climbed to the $30 a share range from $26 early last month on takeover speculation.

Synovus vice president of investor relations Richard B. Illges said the transaction would not dilute Synovus' 1995 earnings and would add "a few pennies" to 1996 earnings per share, even though Synovus plans to cut only about $1 million from NBSC's $38 million in annual expenses.

NBSC returned only 0.85% on assets in the June quarter, having invested heavily in new branches and employees during recent years. But Mr. Illges said NBSC's earrungs were expected to improve as it builds assets on existing overhead.

He said earnings should reach $8.4 million this year, up from $6.3 million in 1993, and nudge close to $11 million in 1995.

NBSC's management team, which took over in 1991, had vowed to preserve its main subsidiary, National Bank of South Carolina, as an independent institution. But president William L. Phengo said the company needed more capital to grow.

NBSC was drawn to Synovus, with which it had been negotiating since June, because of its decentralized style, according to Mr. Pherigo. Synovus operates its acquired banks as independently chartered institutions under their original names. It also retains most of the acquired employees.

Mr. Pherigo and NBSC chairman and CEO Robert V. Royall Jr. will both continue in their current positions under the Synovus ownership. Mr. Royall will join Synovus' board.

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