ZIONS BANCORPORATION /UT/
8-K, 1994-01-25
NATIONAL COMMERCIAL BANKS
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                     SECURITIES AND EXCHANGE COMMISSION

                           WASHINGTON, DC  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)  January 14, 1994


                            Zions Bancorporation
                 (Exact Name of Registrant as Specified in Charter)

        Utah                        0-2610                 87-0227400
   (State or Other Jurisdic-      (Commission             (IRS Employer
   tion of Incorporation)          File Number)         Identification No.)


   1380 Kennecott Building, Salt Lake City, Utah           84133 
    (Address of Principal Executive Offices)             (Zip Code)


     Registrant's telephone number, including area code 801/524-4787


                                   N/A
      (Former Name or Former Address, if Changed Since Last Report)
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          Item 2.   Acquisition or Disposition of Assets.

               On January 14, 1994, Zions Bancorporation (the "Registrant")
          completed  its acquisition  of National  Bancorp of  Arizona Inc.
          ("NBA"). As a result of the acquisition, NBA merged in a two-step
          merger  into  Zions  (the  "Holding Company  Merger")  and  NBA's
          wholly-owned subsidiary,  National Bank  of Arizona,  merged into
          the  Registrant's wholly-owned  subsidiary, Zions  First National
          Bank  of Arizona (the "Bank  Merger").  Upon  consummation of the
          Bank  Merger, the bank resulting from the Bank Merger changed its
          name to National Bank  of Arizona and continued  to be a  wholly-
          owned  subsidiary of the Registrant.  The bank resulting from the
          Bank  Merger   will  continue  to  operate   under  the  existing
          management team of National Bank of Arizona.  

               In the  transaction the Registrant issued  and exchanged .45
          shares  of the Registrant's common  stock, for each  share of NBA
          common stock, or a total of 1,455,000 shares of its stock.

               For a  more complete description of  the transaction, please
          see  the following  sections of  the Registrant's  Rule 424(b)(3)
          prospectus, dated December 3,  1993, which formed  a part of  the
          Registrant's Form S-4 Registration Statement,  File No. 33-51145,
          as filed with the Securities and Exchange  Commission on November
          22,  1993, which  sections are  expressly incorporated  herein by
          reference:

                    1)   "Plan of Reorganization" on pages 10-24;

                    2)   "Supervision and Regulation" on pages 30-39;

                    3)   "Monetary Policy" on page 39;

                    4)   "Information Concerning NBA" on page 46;

                    5)   "National   Bancorp   of  Arizona   Inc.  Selected
                         Financial Data" on pages 46-47;

                    6)   "Management's  Discussion  and  Analysis of  First
                         Nine  Months of  1993  Results  of Operations  and
                         Financial Condition" on page 77;

                    7)   "Management's   Discussions    and   Analysis   of
                         Financial Condition and  Results of Operations for
                         Three-Year  Period  Ended  December  31,  1992" on
                         pages 78-81; and 
                    8)   "Statistical Information" on pages 82-91.
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          Item 7.   Financial Statements, Pro  Forma Financial  Information
                    and Exhibits.

               (a)  Financial Statements of Businesses Acquired.

               The Registrant  hereby incorporates by  reference herein the
          audited  financial  statements  of  NBA  as  set  forth  in   the
          Registrant's Rule  424(b)(3) prospectus, dated  December 3, 1993,
          which formed  a part  of the  Registrant's Form  S-4 Registration
          Statement, File  No. 33-51145,  under the heading  "NBA Financial
          Statements" on pages 49-76.

               (b)  Pro Forma Financial Information.

               The Registrant hereby  incorporates by reference  herein the
          pro forma financial information regarding the merger of NBA  into
          the Registrant  as set forth  in the Registrant's  Rule 424(b)(3)
          prospectus, dated  December 3, 1993, which  formed a part  of the
          Registrant's Form S-4 Registration  Statement, File No. 33-51145,
          under the  heading "Pro Forma Combined  Financial Information" on
          pages 24-29.

               (c)  Exhibits.

               2.1  Agreement  and  Plan  of  Reorganization  dated  as  of
                    September 20, 1993  between Zions Bancorporation, Zions
                    First  National Bank  of  Arizona, National  Bancorp of
                    Arizona Inc. and National Bank of Arizona (incorporated
                    by reference  to Exhibit  2.1 to the  Registrant's Form
                    S-4  Registration Statement,  File No.  33-51145, filed
                    November 22, 1993).  

               99.1 Pertinent pages (pursuant to Rule  12b-23) incorporated
                    by reference in Item  2 of this Form 8-K  (pages 10-24,
                    30-39, 39, 46, 46-47, 77, 78-81, and 82-91 as set forth
                    in  the Registrant's  Rule 424(b)(3)  prospectus, dated
                    December 3,   1993,   which  formed   a  part   of  the
                    Registrant's Form S-4  Registration Statement, File No.
                    33-51145).

               99.2 Pertinent pages (pursuant  to Rule 12b-23) incorporated
                    by  reference in Item 7  of this Form  8-K (pages 24-29
                    and  49-76  as  set  forth  in  the  Registrant's  Rule
                    424(b)(3)  prospectus,  dated  December 3, 1993,  which
                    formed a part of the Registrant's Form S-4 Registration
                    Statement, File No. 33-51145).
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                                      SIGNATURES

               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 hereunto duly authorized.


                                             ZIONS BANCORPORATION
                                             (Registrant)



          Date: January 25, 1994             By:    /s/ Gary L. Anderson
                                                  (Signature)
                                                  Gary L. Anderson
                                                  Senior Vice President
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