<PAGE>   1
      As Filed with the Securities and Exchange Commission on May 10, 2000

                              Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under

                           THE SECURITIES ACT OF 1933

                     UNITED BANCORPORATION OF ALABAMA, INC.

             (Exact name of registrant as specified in its charter)

       DELAWARE                                       63-0833573
(State of Incorporation)                  (I.R.S. Employer Identification No.)

                                 P. O. Drawer 8
                              Atmore, Alabama 36504
                                 (334) 368-2525

   (Address, including zip code, and telephone number, including area code, of
                    registrant's principal executive offices)

                             1998 STOCK OPTION PLAN

                                       OF

                     UNITED BANCORPORATION OF ALABAMA, INC.
                            (full title of the Plan)

                              ROBERT R. JONES, III
                                    President
                                 P. O. Drawer 8
                              Atmore, Alabama 36504
                                 (334) 368-2525
 (Name, address, including zip code, and telephone number, including area code,
                              of agent for service)

                        Copies of all communications to:
                             JAMES DALE SMITH, ESQ.
                           Armbrecht, Jackson, DeMouy,
                         Crowe, Holmes & Reeves, L.L.C.
                                  P.O. Box 290
                              Mobile, Alabama 36601
                                 (334) 405-1300

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
Title of each            Amount to be          Proposed maximum      Proposed maximum      Amount of
class of                 registered(1)         offering price        aggregate             registration fee
securities to be                               per share(2)          offering price        (2)
registered                                                           (2)

<S>                      <C>                   <C>                   <C>                   <C>
Class A, Common          69,200 shares         $31.00                $2,145,200.00         $566.33
Stock, $.01 par
value
</TABLE>

(1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended (the
     "Securities Act"), this Registration Statement covers an indeterminate
     amount of securities to be offered or issued pursuant to the antidilution
     provisions of the Plan described herein. Represents the number of shares
     issuable pursuant to options which may be granted under the Plan excluding
     options previously granted which where previously exercised.

(2)  Pursuant to Rule 457 under the Securities Act, the offering price is
     estimated solely for the purpose of determining the registration fee and is
     based on the most recent sales price of $31.00 of Class A Common Stock
     reported to the Registrant, for a sale on May 3, 2000.

<PAGE>   2
                                     PART I

                                EXPLANATORY NOTE


         This Registration Statement is being filed in order to register 69,200
shares of Class A common stock, $.01 par value per share ("Company Stock"), of
United Bancorporation of Alabama, Inc. (the "Registrant"), which may be sold
pursuant to the terms and conditions of the 1998 Stock Option Plan of United
Bancorporation of Alabama, Inc., as amended (the "Plan").

         The number of shares issuable under the Plan was adjusted in accordance
with the Plan to account for the 2-for-1 split of Company Stock in May, 1999.







<PAGE>   3




                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3: Incorporation of Documents by Reference.

         The following documents filed by the Registrant with the Securities and
Exchange Commission (the "Commission") pursuant to the Securities Exchange Act
of 1934, as amended (the "Exchange Act") are incorporated herein by reference
and made a part hereof:

         (a) The Registrant's latest Annual Report on Form 10-K for the fiscal
year ended December 31, 1999.

         (b) All other reports filed by the Registrant pursuant to Section 13(a)
or 15(d) of the Exchange Act since December 31, 1999.

         (c) The Registrant's definitive proxy statement filed pursuant to
Section 14 of the Exchange Act in connection with the Registrant's May 3, 2000
annual meeting of shareholders.

         (d) The description of the Registrant's $.01 par value Class A common
stock contained in a registration statement filed under Section 12 of the
Exchange Act, including any amendment or reports filed for the purpose of
updating such description.

         All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the filing of a post-
effective amendment which indicates that all securities offered hereby have been
sold or which deregisters all securities offered hereby then unsold, shall be
deemed to be incorporated by reference herein and to be a part hereof from the
date of filing of such documents.

         Any statement contained herein, or in a document all or a portion of
which is incorporated by reference herein, shall be deemed modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or in any other subsequently filed document which is
also deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as modified or superseded, to constitute a part of this Registration
Statement.

Item 4:  Description of Securities.

         Not applicable.

Item 5:  Interest of Named Experts and Counsel

         Not applicable.

Item 6:  Indemnification of Directors and Officers.

         The Restated Certificate of Incorporation (the "Certificate") of the
Registrant contains a provision which eliminates the liability of a director to
the Registrant or its shareholders for monetary damages for breach of fiduciary
duty as a director.

         The Certificate further provides that the Registrant shall indemnify
any person who was or is a party to any civil, criminal, administrative or
investigative, by reason of the fact that he is or was a director, officer,
employee or agent of the Registrant, or is or was serving at the request of the
Registrant as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, against expenses
(including reasonable attorneys' fees), judgments, fines and amounts paid in
settlement actually and reasonably incurred by him in connection with such
action, suit or proceeding to the full extent permitted by the Delaware General






<PAGE>   4


Corporation Law, upon such determination having been made as to his good faith
and conduct as required by said Delaware General Corporation Law. Expenses
incurred in defending a civil or criminal action, suit or proceeding shall be
paid by the Registrant in advance of the final disposition of such action, suit
or proceeding upon receipt of an undertaking by or on behalf of the director,
officer, employee or agent to repay such amount if it shall ultimately be
determined that he is not entitled to be indemnified by the Registrant.

         In addition to the Certificate of the Registrant, Section 145(c) of the
Delaware General Corporation Act requires the Registrant to indemnify any
director who has been successful on the merits or otherwise in defending any
proceeding described above which has arisen prior to July 1, 1997. The Delaware
General Corporation Law also provides that a court may order indemnification of
a director if it determines that the director is fairly and reasonably entitled
to such indemnification.

         The Registrant also maintains an insurance policy insuring its
directors and officers against liability for certain acts or omissions while
acting in their official capacity.

Item 7:  Exemption from Registration Claimed.

         Not applicable.

Item 8:  Exhibits.

         The exhibits to the Registration Statement are listed in the Exhibit
Index elsewhere herein.

Item 9:  Undertakings.

         (a) The undersigned Registrant hereby undertakes:

                  (1) to file, during any period in which offers or sales are
         being made, a post-effective amendment to this Registration Statement:
         (i) to include any prospectus required by Section 10(a)(3) of the
         Securities Act; (ii) to reflect in the prospectus any facts or events
         arising after the effective date of the Registration Statement (or the
         most recent post-effective amendment thereof) which, individually or in
         the aggregate, represent a fundamental change in the information set
         forth in the Registration Statement; (iii) to include any material
         information with respect to the plan of distribution not previously
         disclosed in the Registration Statement or material change to such
         information in the Registration Statement; provided, however, that
         paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the information
         required to be included in the post-effective amendment to those
         paragraphs is contained in periodic reports filed by the Registrant
         pursuant to Section 13 or Section 15(d) of the Exchange Act that are
         incorporated by reference in this Registration Statement.

                  (2) that, for the purpose of determining any liability under
         the Securities Act, each such post-effective amendment shall be deemed
         to be a new Registration Statement relating to the securities offered
         therein, and the offering of such securities at that time shall be
         deemed to be the initial bona fide offering thereof.

                  (3) to remove from registration by means of a post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering.

         (b) The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Exchange
Act that is incorporated by reference in the Registration Statement shall be
deemed to be a new Registration Statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be






<PAGE>   5

the initial bona fide offering thereof.

         (h) Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers, and controlling persons
of the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer, or controlling persons of the
Registrant in the successful defense of any action, suit or proceedings) is
asserted by such director, officer, or controlling person in connection with the
securities being registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Securities Act and will be governed by
the final adjudication of such issue.


<PAGE>   6




                                   Signatures

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
     certifies that it has reasonable grounds to believe that it meets all of
     the requirements for filing on Form S-8, and has duly caused this
     Registration Statement to be signed on its behalf by the undersigned,
     thereunto duly authorized in the City of Atmore, State of Alabama, on May
     10, 2000.


                                        UNITED BANCORPORATION OF ALABAMA, INC.

                                        Registrant

                                        By: /s/ Robert R. Jones, III
                                            -------------------------
                                                Robert R. Jones, III
                                                President and Chief
                                                Executive Officer

                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
     below constitutes and appoints Robert R. Jones, III, H. Leon Esneul,
     William J. Justice, David D. Swift, and Mitchell D. Staples, and each of
     them, his true and lawful attorneys-in-fact and agents, with full power of
     substitution and resubstitution, for him and in his name, place and stead,
     in any and all capacities, to sign any and all amendments (including
     post-effective amendments) to this Registration Statement, and to file the
     same, with all exhibits thereto, and other documents in connection
     therewith, with the Securities and Exchange Commission, and to make any and
     all state securities law or blue sky filings, granting unto said
     attorneys-in-fact and agents, and each of them, full power and authority to
     do and perform each and every act and thing requisite or necessary to be
     done in and about the premises, as fully to all intents and purposes as he
     might or could do in person, hereby ratifying and confirming all that said
     attorneys-in-fact and agents or any of them, or their or his substitute or
     substitutes, may lawfully do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
     Registration Statement has been signed by the following persons on behalf
     of the Registrant in the capacities and on the dates indicated:


<TABLE>
<CAPTION>
            Signature                                  Title                                   Date
<S>                                        <C>                                              <C>
/s/      Robert R. Jones, III              President, Chief Executive Officer               May 10, 2000
         Robert R. Jones, III              and Director

/s/      H. Leon Esneul                    Chairman of the Board                            May 10, 2000
         H. Leon Esneul

                                           Vice Chairman of the Board                       May   , 2000
         William J. Justice

/s/      David D. Swift                    Secretary and Director                           May 10, 2000
         David D. Swift

/s/      Mitchell D. Staples               Treasurer                                        May 10, 2000
         Mitchell D. Staples

/s/      L. Walter Crim                    Director                                         May 10, 2000
         L. Walter Crim

/s/      William C. Grisset                Director                                         May 10, 2000
         William C. Grisset

                                           Director                                         May   , 2000
         Bobby W. Sawyer
</TABLE>





<PAGE>   7




                                 EXHIBIT INDEX



<TABLE>
<CAPTION>
Exhibit
Number                         Description
-------                        -----------
<S>             <C>
4               1998 Stock Option Plan of United Bancorporation of Alabama, Inc.
                (Incorporated by reference herein from Exhibit 3.1.1 to
                Registrant's Quarterly Report on Form 10-Q for the Quarter Ended
                March 31, 1999.)

5               Opinion and consent of Armbrecht, Jackson, DeMouy, Crowe, Holmes
                & Reeves, L.L.C. with respect to legality of securities
                registered

23.1            Consent of Armbrecht, Jackson, DeMouy, Crowe, Holmes & Reeves,
                L.L.C. (included in Exhibit 5)

23.2            Consent of Independent Auditors.

24              Power of Attorney (included with signature page in Part II of
                this registration statement)
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16981}]
{"company-data": {"conformed-name": "UNITED BANCORPORATION OF ALABAMA INC", "cik": "0000704561", "assigned-sic": "6022", "irs-number": "630833573", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-36720", "film-number": "625099"}, "business-address": {"street1": "P O BOX DRAWER 8", "city": "ATMORE", "state": "AL", "zip": "36502", "phone": "2053682525"}}
1
      As Filed with the Securities and Exchange Commission on May 10, 2000

                              Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under

                           THE SECURITIES ACT OF 1933

                     UNITED BANCORPORATION OF ALABAMA, INC.

             (Exact name of registrant as specified in its charter)

       DELAWARE                                       63-0833573
(State of Incorporation)                  (I.R.S. Employer Identification No.)

                                 P. O. Drawer 8
                              Atmore, Alabama 36504
                                 (334) 368-2525

   (Address, including zip code, and telephone number, including area code, of
                    registrant's principal executive offices)

                             1998 STOCK OPTION PLAN

                                       OF

                     UNITED BANCORPORATION OF ALABAMA, INC.
                            (full title of the Plan)

                              ROBERT R. JONES, III
                                    President
                                 P. O. Drawer 8
                              Atmore, Alabama 36504
                                 (334) 368-2525
 (Name, address, including zip code, and telephone number, including area code,
                              of agent for service)

                        Copies of all communications to:
                             JAMES DALE SMITH, ESQ.
                           Armbrecht, Jackson, DeMouy,
                         Crowe, Holmes & Reeves, L.L.C.
                                  P.O. Box 290
                              Mobile, Alabama 36601
                                 (334) 405-1300

                         CALCULATION OF REGISTRATION FEE
Title of each            Amount to be          Proposed maximum      Proposed maximum      Amount of
class of                 registered(1)         offering price        aggregate             registration fee
securities to be                               per share(2)          offering price        (2)
registered                                                           (2)
Class A, Common          69,200 shares         $31.00                $2,145,200.00         $566.33
Stock, $.01 par
value
(1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended (the
     "Securities Act"), this Registration Statement covers an indeterminate
     amount of securities to be offered or issued pursuant to the antidilution
     provisions of the Plan described herein. Represents the number of shares
     issuable pursuant to options which may be granted under the Plan excluding
     options previously granted which where previously exercised.

(2)  Pursuant to Rule 457 under the Securities Act, the offering price is
     estimated solely for the purpose of determining the registration fee and is
     based on the most recent sales price of $31.00 of Class A Common Stock
     reported to the Registrant, for a sale on May 3, 2000.
2
                                     PART I

                                EXPLANATORY NOTE

         This Registration Statement is being filed in order to register 69,200
shares of Class A common stock, $.01 par value per share ("Company Stock"), of
United Bancorporation of Alabama, Inc. (the "Registrant"), which may be sold
pursuant to the terms and conditions of the 1998 Stock Option Plan of United
Bancorporation of Alabama, Inc., as amended (the "Plan").

         The number of shares issuable under the Plan was adjusted in accordance
with the Plan to account for the 2-for-1 split of Company Stock in May, 1999.
3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3: Incorporation of Documents by Reference.

         The following documents filed by the Registrant with the Securities and
Exchange Commission (the "Commission") pursuant to the Securities Exchange Act
of 1934, as amended (the "Exchange Act") are incorporated herein by reference
and made a part hereof:

         (a) The Registrant's latest Annual Report on Form 10-K for the fiscal
year ended December 31, 1999.

         (b) All other reports filed by the Registrant pursuant to Section 13(a)
or 15(d) of the Exchange Act since December 31, 1999.

         (c) The Registrant's definitive proxy statement filed pursuant to
Section 14 of the Exchange Act in connection with the Registrant's May 3, 2000
annual meeting of shareholders.

         (d) The description of the Registrant's $.01 par value Class A common
stock contained in a registration statement filed under Section 12 of the
Exchange Act, including any amendment or reports filed for the purpose of
updating such description.

         All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the filing of a post-
effective amendment which indicates that all securities offered hereby have been
sold or which deregisters all securities offered hereby then unsold, shall be
deemed to be incorporated by reference herein and to be a part hereof from the
date of filing of such documents.

         Any statement contained herein, or in a document all or a portion of
which is incorporated by reference herein, shall be deemed modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or in any other subsequently filed document which is
also deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as modified or superseded, to constitute a part of this Registration
Statement.

Item 4:  Description of Securities.

         Not applicable.

Item 5:  Interest of Named Experts and Counsel

         Not applicable.

Item 6:  Indemnification of Directors and Officers.

         The Restated Certificate of Incorporation (the "Certificate") of the
Registrant contains a provision which eliminates the liability of a director to
the Registrant or its shareholders for monetary damages for breach of fiduciary
duty as a director.

         The Certificate further provides that the Registrant shall indemnify
any person who was or is a party to any civil, criminal, administrative or
investigative, by reason of the fact that he is or was a director, officer,
employee or agent of the Registrant, or is or was serving at the request of the
Registrant as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, against expenses
(including reasonable attorneys' fees), judgments, fines and amounts paid in
settlement actually and reasonably incurred by him in connection with such
action, suit or proceeding to the full extent permitted by the Delaware General
4

Corporation Law, upon such determination having been made as to his good faith
and conduct as required by said Delaware General Corporation Law. Expenses
incurred in defending a civil or criminal action, suit or proceeding shall be
paid by the Registrant in advance of the final disposition of such action, suit
or proceeding upon receipt of an undertaking by or on behalf of the director,
officer, employee or agent to repay such amount if it shall ultimately be
determined that he is not entitled to be indemnified by the Registrant.

         In addition to the Certificate of the Registrant, Section 145(c) of the
Delaware General Corporation Act requires the Registrant to indemnify any
director who has been successful on the merits or otherwise in defending any
proceeding described above which has arisen prior to July 1, 1997. The Delaware
General Corporation Law also provides that a court may order indemnification of
a director if it determines that the director is fairly and reasonably entitled
to such indemnification.

         The Registrant also maintains an insurance policy insuring its
directors and officers against liability for certain acts or omissions while
acting in their official capacity.

Item 7:  Exemption from Registration Claimed.

         Not applicable.

Item 8:  Exhibits.

         The exhibits to the Registration Statement are listed in the Exhibit
Index elsewhere herein.

Item 9:  Undertakings.

         (a) The undersigned Registrant hereby undertakes:

                  (1) to file, during any period in which offers or sales are
         being made, a post-effective amendment to this Registration Statement:
         (i) to include any prospectus required by Section 10(a)(3) of the
         Securities Act; (ii) to reflect in the prospectus any facts or events
         arising after the effective date of the Registration Statement (or the
         most recent post-effective amendment thereof) which, individually or in
         the aggregate, represent a fundamental change in the information set
         forth in the Registration Statement; (iii) to include any material
         information with respect to the plan of distribution not previously
         disclosed in the Registration Statement or material change to such
         information in the Registration Statement; provided, however, that
         paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the information
         required to be included in the post-effective amendment to those
         paragraphs is contained in periodic reports filed by the Registrant
         pursuant to Section 13 or Section 15(d) of the Exchange Act that are
         incorporated by reference in this Registration Statement.

                  (2) that, for the purpose of determining any liability under
         the Securities Act, each such post-effective amendment shall be deemed
         to be a new Registration Statement relating to the securities offered
         therein, and the offering of such securities at that time shall be
         deemed to be the initial bona fide offering thereof.

                  (3) to remove from registration by means of a post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering.

         (b) The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Exchange
Act that is incorporated by reference in the Registration Statement shall be
deemed to be a new Registration Statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
5

the initial bona fide offering thereof.

         (h) Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers, and controlling persons
of the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer, or controlling persons of the
Registrant in the successful defense of any action, suit or proceedings) is
asserted by such director, officer, or controlling person in connection with the
securities being registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Securities Act and will be governed by
the final adjudication of such issue.
6

                                   Signatures

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
     certifies that it has reasonable grounds to believe that it meets all of
     the requirements for filing on Form S-8, and has duly caused this
     Registration Statement to be signed on its behalf by the undersigned,
     thereunto duly authorized in the City of Atmore, State of Alabama, on May
     10, 2000.

                                        UNITED BANCORPORATION OF ALABAMA, INC.

                                        Registrant

                                        By: /s/ Robert R. Jones, III
                                            -------------------------
                                                Robert R. Jones, III
                                                President and Chief
                                                Executive Officer

                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
     below constitutes and appoints Robert R. Jones, III, H. Leon Esneul,
     William J. Justice, David D. Swift, and Mitchell D. Staples, and each of
     them, his true and lawful attorneys-in-fact and agents, with full power of
     substitution and resubstitution, for him and in his name, place and stead,
     in any and all capacities, to sign any and all amendments (including
     post-effective amendments) to this Registration Statement, and to file the
     same, with all exhibits thereto, and other documents in connection
     therewith, with the Securities and Exchange Commission, and to make any and
     all state securities law or blue sky filings, granting unto said
     attorneys-in-fact and agents, and each of them, full power and authority to
     do and perform each and every act and thing requisite or necessary to be
     done in and about the premises, as fully to all intents and purposes as he
     might or could do in person, hereby ratifying and confirming all that said
     attorneys-in-fact and agents or any of them, or their or his substitute or
     substitutes, may lawfully do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
     Registration Statement has been signed by the following persons on behalf
     of the Registrant in the capacities and on the dates indicated:
Signature                                  Title                                   Date
/s/      Robert R. Jones, III              President, Chief Executive Officer               May 10, 2000
         Robert R. Jones, III              and Director

/s/      H. Leon Esneul                    Chairman of the Board                            May 10, 2000
         H. Leon Esneul

                                           Vice Chairman of the Board                       May   , 2000
         William J. Justice

/s/      David D. Swift                    Secretary and Director                           May 10, 2000
         David D. Swift

/s/      Mitchell D. Staples               Treasurer                                        May 10, 2000
         Mitchell D. Staples

/s/      L. Walter Crim                    Director                                         May 10, 2000
         L. Walter Crim

/s/      William C. Grisset                Director                                         May 10, 2000
         William C. Grisset

                                           Director                                         May   , 2000
         Bobby W. Sawyer
7

                                 EXHIBIT INDEX
Exhibit
Number                         Description
-------                        -----------
4               1998 Stock Option Plan of United Bancorporation of Alabama, Inc.
                (Incorporated by reference herein from Exhibit 3.1.1 to
                Registrant's Quarterly Report on Form 10-Q for the Quarter Ended
                March 31, 1999.)

5               Opinion and consent of Armbrecht, Jackson, DeMouy, Crowe, Holmes
                & Reeves, L.L.C. with respect to legality of securities
                registered

23.1            Consent of Armbrecht, Jackson, DeMouy, Crowe, Holmes & Reeves,
                L.L.C. (included in Exhibit 5)

23.2            Consent of Independent Auditors.

24              Power of Attorney (included with signature page in Part II of
                this registration statement)