F&M NATIONAL CORP
8-K, 1995-01-18
NATIONAL COMMERCIAL BANKS
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                    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):
                             JANUARY 11, 1995


                        F & M NATIONAL CORPORATION
          (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                                 VIRGINIA
              (STATE OR OTHER JURISDICTION OF INCORPORATION)

                                  0-5929
                         (COMMISSION FILE NUMBER)

                                54-0857462
                           (IRS EMPLOYER NUMBER)

               38 ROUSS AVENUE, WINCHESTER, VIRGINIA  22604
        (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES INCLUDING ZIP CODE)

            REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                               703-665-4200


                                 NO CHANGE
       (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)


<PAGE>
FORM 8-K, F & M NATIONAL CORPORATION,
WINCHESTER, VIRGINIA


ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS.

The Board of Directors of F & M National Corporation
announced that in its latest meeting held January 11, 1995,
the F & M Board authorized management to purchase up to
250,000 shares of the Company's common stock from time to
time on the open market.  While F & M's management has not
yet determined how many, if any, shares it might purchase
subject to this authorization, it is anticipated that any
repurchased shares will be used primarily for general
corporate purposes, including the funding of employee benefit
plans and the dividend reinvestment plan.



ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         None


Pursuant to the filing requirements of the Securities and
Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned hereunto
duly authorized.

F & M NATIONAL CORPORATION



/s/                                                        
By: Alfred B. Whitt, Senior Vice President and Secretary


DATE:  January 18, 1995



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