X0203 3 2009-01-01 0 0000797871 SOUTH FINANCIAL GROUP INC TSFG 0000934639 MAVERICK CAPITAL LTD 300 CRESCENT COURT, 18TH FLOOR DALLAS TX 72501 0 0 1 0 0001286655 MAVERICK CAPITAL MANAGEMENT LLC 300 CRESENT COURT 18TH FLOOR DALLAS TX 72501 0 0 1 0 0001286654 AINSLIE LEE S III 767 FIFTH AVENUE 11TH FLOOR NEW YORK NY 10153 0 0 1 0 Common Stock 749028 I See footnote Preferred Stock, Series 2008 ND-V 6.50 Common Stock 1758152 I See footnote Preferred Stock, Series 2008 ND-NV 6.50 Common Stock 5844763 I See footnote Maverick Capital, Ltd. ("Maverick Capital") is a registered investment adviser under the Investment Advisers Act of 1940, as amended, and acts as the investment manager for each of the portfolio funds that directly hold the reported securities. Maverick Capital Management, LLC ("Maverick") is the general partner of Maverick Capital. Lee S. Ainslie III is the manager of Maverick who is granted sole investment decision pursuant to Maverick's limited liability company regulations. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein. As a result of increases in the number of shares of common stock outstanding since the date of the event requiring this statement on Form 3, the reporting persons no longer beneficially own more than 10% of the Issuer's common stock and are no longer subject to Section 16. Shares of Mandatory Convertible Non-Cumulative Series 2008 ND-V Preferred Stock and Mandatory Convertible Non-Cumulative Series 2008 ND-NV Preferred Stock (collectively "Series 2008 Preferred Stock") are convertible into shares of the Issuer's common stock at any time at the holder's election and are mandatorily convertible into shares of the Issuer's common stock on May 1, 2011. Shares of Series 2008 Preferred Stock are also automatically convertible, if, for a period of 20 consecutive trading days, the closing price of the Issuer's common stock has been at least $21.00 per share (subject to anti-dilution adjustment). See footnote 3 for information concerning the conversion price. Each share of Series 2008 Preferred Stock is convertible into approximately 153.846 shares of the Issuer's common stock, based on a conversion price of $6.50 per share of common stock; provided, however, that if the mandatory conversion of the Series 2008 Preferred Stock is not effected on May 1, 2011, the conversion price will immediately thereafter be reduced by $1.00, and will be further reduced by $0.50 per share every six months thereafter (but not below $4.00) until the date on which the mandatory conversion occurs. /s/ John T. McCafferty, Attorney-in-Fact 2009-02-17 /s/ John T. McCafferty, Attorney-in-Fact 2009-02-17 /s/ John T. McCafferty, Attorney-in-Fact 2009-02-17