SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 4, 1996
WELLS FARGO & COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-6214 No. 13-2553920
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
420 Montgomery Street, San Francisco, California 94163
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 477-1000
Not Applicable
(Former name or former address, if changed since last report)
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Item 7: Financial Statements and Exhibits
(c) Exhibits
99(a) The Consolidated Financial Statements of First Interstate
Bancorp as of December 31, 1995 and 1994 and for each of the years in the
three-year period ended December 31, 1995 (incorporated by reference from First
Interstate Bancorp's Annual Report on Form 10-K for the year ended December 31,
1995).
99(b) Consent of Independent Accountants for First Interstate
Bancorp.
99(c) Wells Fargo & Company and First Interstate Bancorp Pro
Forma Combined Financial Information (unaudited) (incorporated by reference from
the Proxy Statement, dated February 27, 1996, of Wells Fargo & Company at pages
81-89).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on April 4, 1996.
WELLS FARGO & COMPANY
By: FRANK A. MOESLEIN
________________________________
Frank A. Moeslein
Executive Vice President and Controller
<PAGE>
EXHIBIT 99(b)
FIRST INTERSTATE BANCORP AND SUBSIDIARIES
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in this Form 8-K and
the Registration Statements noted below on Forms S-3, S-4 and S-8 of Wells Fargo
& Company of our report dated January 23, 1996, with respect to the consolidated
financial statements of First Interstate Bancorp incorporated by reference in
its Annual Report (Form 10-K) for the year ended December 31, 1995 filed with
the Securities and Exchange Commission.
Registration
Statement Number Form Description
33-34969 S-8 Employee Stock Purchase Plan
33-7274, 33-40781 S-8 Equity Incentive Plans
33-26052, 33-41731 S-8 Director Option Plans
2-93338 S-8 Tax Advantage Plan and Tax Advantage Plan
Sales by Wells Fargo Bank
33-54441 S-8 Long-Term Incentive Plan
2-88534, 33-47434 S-3 Dividend Reinvestment and Common Stock
Purchase and Share Custody Plan
33-51227 S-3 Shelf registration of senior or subordinated
debt securities, preferred stock, depositary
shares or common stock
33-60573 S-3 Shelf registration of senior or subordinated
debt securities, preferred stock, depositary
shares or common stock
33-64575 S-4 Common stock issuable in connection with First
Interstate Bancorp acquisition
ERNST & YOUNG LLP
Los Angeles, California
March 25, 1996
