<PAGE>
UNITED STATES
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
JUNE 21, 1996
Date of Report (Date of earliest reported event)
FIRST COMMERCIAL CORPORATION
(Exact name of registrant as specified in its charter)
ARKANSAS 0 - 9676 71-0540166
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) file number) Identification Number)
400 WEST CAPITOL AVENUE, LITTLE ROCK, ARKANSAS 72201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (501)371-7000
<PAGE>
Item 5. OTHER EVENTS
------------
As has been disclosed in Registrant's Annual Report on Form 10-K for the
year ended December 31, 1995, and the Report on Form 10-Q for the quarterly
period ended March 31, 1996, a trial jury found against First Commercial Bank,
N.A., a subsidiary of the Registrant, in the amount of $22.5 million. On April
30, 1996, the trial court in the case approved a $7.3 million set off to the
March 13, 1996, $22.5 million jury verdict. The set off pertained to monies
owed by Aearth Development, Inc., and related interests, to First Commercial
Bank, N.A. On June 21, 1996, the trial reduced punitive damages by $7 million.
The net jury verdict has thus been reduced to $8.2 million.
Registrant issued a press release on June 25, 1996, to announce the
judgment on the verdict, and such press release is attached hereto as Exhibit
99 and is incorporated herein by reference.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
---------------------------------
(c) Exhibits
99 Press Release
2
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FIRST COMMERCIAL CORPORATION
/s/ J. Lynn Wright
By: -------------------------------
J. Lynn Wright
Chief Financial Officer
Date: June 28, 1996
3
<PAGE>
Index to Exhibits
Exhibit Number Exhibit
---------------- --------------------------------------------
99 Press Release
4
<PAGE>
EXHIBIT 99
NEWS RELEASE
------------
First Commercial Corporation
200 First Commercial Building
Little Rock, Arkansas 72203
http://firstcommercial.com
For additional information contact:
Lynn Wright
Chief Financial Officer
(501)371-7142
NASDAQ Symbol "FCLR"
In Newspaper Stock Tables Generally "FTCmmcl" or "FstCommclCp"
FOR IMMEDIATE RELEASE
---------------------
Aearth Judgment Reduced
LITTLE ROCK, AR (June 25, 1996) - First Commercial Bank, a wholly owned
subsidiary of First Commercial Corporation (Company), announced today that the
trial court in the Aearth Development, Inc., case has further reduced by $7
million the March 13, 1996, $22.5 million jury verdict against the bank. The
entire $7 million reduction was from the punitive damages awarded the
plaintiffs.
Combined with the May 1, 1996, $7.3 million set off by the trial court
pertaining to monies owed by Aearth Development, Inc., and related interests,
to First Commercial Bank, the net jury verdict has thus been reduced to $8.2
million.
The bank intends to file an appeal of the final judgment seeking to
further reduce or reverse the verdict. The ultimate legal and financial
liability of the Company in connection with this matter cannot be estimated
with certainty, but management, based on the advice of legal counsel that the
judgment entered on the verdict will be reversed and dismissed in whole or in
part or a new trial ordered in whole or in part, believes that the impact of
this matter will not have a materially adverse effect on the Company's
financial position. However, if any substantial loss were to occur as a
result of this litigation it could have a material adverse impact upon results
of operations in the fiscal quarter or year in which it were to be incurred,
but the Company cannot estimate the range of any reasonably possible loss.
First Commercial Corporation is a $5.2 billion bank holding company with
affiliate banks in Arkansas, Tennessee, Texas and Louisiana and owns fifty
percent of a bank in Oklahoma.
