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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement [ ] Confidential, for use of the
[X] Definitive Proxy Statement Commission Only (as permitted
[ ] Definitive Additional Materials by Rule 14a-6(e)(2))
[ ] Soliciting Material Pursuant to Section
240.14a-11(c) or Section 240.14a-12]
FIRST COMMERCIAL CORPORATION
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(Name of Registrant as Specified In its Charter)
FIRST COMMERCIAL CORPORATION
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(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box):
[ ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
Item 22(a)(2) of Schedule 14A.
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Rule 14a-6(i)(3).
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
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[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
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FIRST COMMERCIAL CORPORATION
400 West Capitol Avenue
Little Rock, Arkansas 72203
To the Shareholders of
First Commercial Corporation:
In connection with the Annual Meeting of Shareholders of First Commercial
Corporation held April 16, 1996, for the purpose of electing six directors and
amending the Company's Articles of Incorporation to provide that the number of
authorized shares of common stock the Company shall have authority to issue
shall be 50,000,000, you received a Notice of Annual Meeting and a Proxy
Statement dated March 18, 1996. Inadvertently, the notice you received did not
provide the sixty (60) day advance notice that is required prior to any meeting
at which a proposal to increase the number of authorized shares of common stock
will be considered. The Company recently learned that the notice to
shareholders of the annual meeting held in 1993 at which the shareholders voted
to increase the number of shares of the Company's common stock from 16,666,666
to 34,000,000 also inadvertently did not provide such notice. In order for the
notice of the 1996 annual meeting to comply with the 60-day requirement, the
Board of Directors of the Company determined, with respect to the proposal to
amend the Articles of Incorporation, to adjourn the Annual Meeting of
Shareholders held April 16, 1996, until June 20, 1996, at 9:00 a.m., local
time. The adjourned meeting will be held on the fourth floor of the First
Commercial Building, 400 West Capitol Avenue, Little Rock, Arkansas.
The legal effect of the adoption of the proposed amendment will be to
increase the Company's authorized shares of common stock to 50,000,000 thereby
confirming the action taken at the 1993 annual meeting.
Pursuant to Arkansas law, the proposed amendment will be adopted if
approved by the holders of a majority of the outstanding shares of common stock
and will become effective upon the filing of articles of amendment with the
Secretary of State of the State of Arkansas.
As stated in the notice delivered to you dated March 18, 1996, only
shareholders of record on February 22, 1996, will be entitled to vote at the
meeting or any adjournment thereof.
In the event you have already marked and returned the proxy card previously
delivered to you and wish to change your vote as a result of this subsequent
information, please use the proxy card enclosed herein for that purpose.
Alternatively, you may attend the adjourned meeting and vote in person.
In the event you do not wish to change your vote, you need take no further
action. ---
If you have any questions about the adjourned meeting, please feel free to
contact Lynn Wright at 501-371-7142.
By Order of the Board of Directors,
/s/ Donna B. Rogers
Donna B. Rogers, Secretary
Little Rock, Arkansas
April 19, 1996
