<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
CURRENT REPORT
(Amendment No. One to Form 8-K filed July 8, 1994)
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 23, 1994
(Date of earliest event reported)
AMSOUTH BANCORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
(State of Incorporation)
1-7476 63-0591257
(Commission File Number) (I.R.S. Employer Identification Number)
1400 AmSouth -- Sonat Tower Birmingham, Alabama 35203
(Address of executive offices)
(205) 320-7151
(Registrant's telephone number, including area code)
<PAGE>
Item 7. Financial Statements and Exhibits
---------------------------------
AmSouth Bancorporation ("AmSouth") filed a report on Form 8-K regarding the
consummation of its acquisition of Fortune Bancorp, Inc. ("Fortune") on June 23,
1994. Pursuant to Items 7(A) and 7(B) of Form 8-K certain financial statements
and pro forma financial statements were required to be filed. However, as
allowed by the applicable rules, AmSouth reported that it was impracticable to
provide the required financial statements and pro forma financial statements at
that time, but committed to file the financial statements no later than 60 days
after the date of filing of the Form 8-K. In fulfillment of that commitment,
AmSouth is filing herewith the following financial statements and pro forma
financial statements.
Listed below are the financial statements, pro forma financial information
and exhibits filed as a part of this report.
(A) Financial Statements of Business Acquired:
-----------------------------------------
Independent Auditor's Report
Statements of Consolidated Balance Sheets for Fortune as of September 30,
1993 and 1992
Consolidated Statements of Operations for Fortune for the years ended
September 30, 1993, 1992, and 1991
Consolidated Statements of Cash Flows for Fortune for the years ended
September 30, 1993, 1992, and 1991
Consolidated Statements of Shareholders' Equity for Fortune for the years
ended September 30, 1993, 1992, and 1991
Notes to Consolidated Financial Statements
The foregoing financial statements were filed as part of Fortune's Form
10-K for the year ended September 30, 1993 and are incorporated herein by
reference.
(B) Pro Forma Financial Statements:
------------------------------
The information included in AmSouth's Current Report on Form 8-K filed
May 19, 1994, including, but not limited to, the pro forma financial
statements included therein, is incorporated in this Form 8-K/A by
reference.
(C) Consent of KPMG Peat Marwick (Exhibit No. 23)
<PAGE>
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
By: /s/ Ricky W. Thomas
---------------------------------------
Ricky W. Thomas
Senior Vice President and Controller
August 17, 1994
<PAGE>
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
AmSouth Bancorporation:
We consent to the incorporation by reference of our report dated November 1,
1993, with respect to the consolidated balance sheets of Fortune Bancorp, Inc.
and subsidiaries as of September 30, 1993 and 1992, and the related consolidated
statements of operations, shareholders' equity and cash flows for each of the
years in the three-year period ended September 30, 1993, which report is
incorporated by reference in the Form 8-K/A of AmSouth Bancorporation dated June
23, 1994. Our report refers to a change in the method of accounting for certain
investments in debt and equity securities, as of September 30, 1993.
/s/ KPMG Peat Marwick
Tampa, Florida
August 11, 1994