S.ATLANTIC &lt;SOAF.O>, INDEPENDENCE &lt;INHO.O> MERGE
  South Atlantic Financial Corp
  said it has agreed in principle to merge with Independence
  Holding Co into a new company to be called SAFCO International
  Ltd.
      It said each South Atlantic share would be exchanged for
  one SAFCO share and each Independence share for 2.822 SAFCO
  shares.
      Independence now owns about 40 pct of South Atlantic's 9.8
  mln primary common shares.
      South Atlantic said said its chairman and chief executive
  officer Sheldon S. Gordon would have the same posts with SAFCO
  and Independence president Ronald G. Strackbein would be
  president of SAFCO.
      The company said the transaction is subject to execution of
  definitive agreements, the receipt of fairness opinions from
  investment banks and approval by boards and shareholders of
  both companies.  It said proxy materials are expected to be
  maioled this quarter.   Both South Atlantic and Independence
  are insurance companies.
  

