RIGGS NATIONAL CORP
10-Q, 1995-05-15
NATIONAL COMMERCIAL BANKS
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<PAGE>

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

       (MARK ONE)
          [X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1995

                                       OR
          [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

              FOR THE TRANSITION PERIOD FROM ________ TO _________

                         COMMISSION FILE NUMBER 0-9756


                           RIGGS NATIONAL CORPORATION
            ______________________________________________________   
            (Exact name of registrant as specified in its charter)


                    DELAWARE                         52-1217953
         _______________________________         __________________             
         (State or other jurisdiction of         (I.R.S. Employer
          incorporation or organization)          Identification No.)


             1503 PENNSYLVANIA AVENUE, N.W., WASHINGTON, D.C. 20005
             _______________________________________________________          
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (202) 835-6000
              __________________________________________________           
             (Registrant's telephone number, including area code)


          Indicate by check mark whether the registrant (1) has filed
           all reports required to be filed by Section 13 or 15(d) of
          the Securities Exchange Act of 1934 during the preceding 12
            months (or shorter periods that the registrant was required to
              file such reports), and (2) has been subject to such
             filing requirements for the past 90 days. Yes X . No .

  Indicate the number of shares outstanding of each of the issuer's classes of
                  common stock, as of the last practical date.

     COMMON STOCK, $2.50 PAR VALUE                      30,258,414 SHARES
     _____________________________                ___________________________  
           (Title of Class)                       Outstanding at May 15, 1995

<PAGE>



                           RIGGS NATIONAL CORPORATION


                               TABLE OF CONTENTS



PART I.   FINANCIAL INFORMATION                                       PAGE NO.


Item 1.   Financial Statements-Unaudited

          Consolidated Statements of Income
          Three months ended March 31, 1995 and 1994                        3

          Consolidated Statements of Condition
          March 31, 1995 and 1994, and December 31, 1994                    4

          Consolidated Statements of Changes in Stockholders' Equity
          Three months ended March 31, 1995 and March 31, 1994              5

          Consolidated Statements of Cash Flows
          Three months ended March 31, 1995 and 1994                        6

          Financial Ratios and Other Financial Data                         7

          Notes to the Consolidated Statements                           8-13


Item 2.   Management's Discussion and Analysis of Financial
            Condition and Results of Operations                         14-28



PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings                                              None

Item 2.   Change in Securities                                           None

Item 3.   Defaults Upon Senior Securities                                None

Item 4.   Submission of Matters to a Vote of Security Holders            None

Item 5.   Other Information                                              None

Item 6.   Exhibits and Reports on Form 8-K                                 29


Signatures                                                                 29

                                       2

<PAGE>

RIGGS NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
                                                                                                          THREE MONTHS ENDED
                                                                                                                MARCH 31,
                                                                                                           1995          1994
______________________________________________________________________________________________________________________________
<S>                                                                                                       <C>           <C>
INTEREST INCOME
  Interest and Fees on Loans:
      Taxable                                                                                           $49,111       $45,618
      Tax-Exempt                                                                                            567         1,505
                                                                                                         ------        ------
  Total Interest and Fees on Loans                                                                       49,678        47,123
                                                                                                         ------        ------
  Interest and Dividends on Securities Available for Sale                                                 9,315         6,461
  Interest and Dividends on Securities Held-to-Maturity                                                   6,145         6,488
  
  Interest on Money Market Assets:
      Time Deposits with Other Banks                                                                      3,483         2,630
      Federal Funds Sold and Reverse Repurchase Agreements                                                3,604         1,196
                                                                                                         ------        ------
  Total Interest on Money Market Assets                                                                   7,087         3,826
                                                                                                         ------        ------
  Total Interest Income                                                                                  72,225        63,898

INTEREST EXPENSE
  Interest on Deposits:
      Savings and NOW Accounts                                                                            4,904         4,758
      Money Market Deposit Accounts                                                                       7,921         6,290
      Time Deposits in Domestic Offices                                                                   9,255         6,019
      Time Deposits in Foreign Offices                                                                    4,408         2,809
                                                                                                         ------        ------
  Total Interest on Deposits                                                                             26,488        19,876
                                                                                                         ------        ------
  Interest on Short-Term Borrowings and Long-Term Debt:
      Federal Funds Purchased and Repurchase Agreements                                                   2,216           594
      U.S. Treasury Demand Notes and Other Short-Term Borrowings                                            662           628
      Long-Term Debt                                                                                      4,807         5,841
                                                                                                         ------        ------
  Total Interest on Short-Term Borrowings and Long-Term Debt                                              7,685         7,063
                                                                                                         ------        ------
  Total Interest Expense                                                                                 34,173        26,939
                                                                                                         ------        ------

  Net Interest Income                                                                                    38,052        36,959
  Less:  Provision for Loan Losses                                                                            -         2,100
                                                                                                         ------        ------
  Net Interest Income after Provision for Loan Losses                                                    38,052        34,859

NONINTEREST INCOME
  Service Charges and Fees                                                                                8,763        10,767
  Trust Income                                                                                            6,642         7,457
  Gain on Settlement of Mortgage Insurance Claims                                                             -         4,739
  Other Noninterest Income                                                                                2,547         2,452
  Securities Gains, Net                                                                                      46         1,356
                                                                                                         ------        ------
  Total Noninterest Income                                                                               17,998        26,771

NONINTEREST EXPENSE
  Salaries and Wages                                                                                     16,157        16,645
  Pensions and Other Employee Benefits                                                                    4,628         4,897
  Occupancy, Net                                                                                          5,272         6,015
  Data Processing Services                                                                                4,358         4,423
  Furniture and Equipment                                                                                 2,006         2,614
  FDIC Insurance                                                                                          1,989         2,432
  Advertising and Public Relations                                                                        1,254         1,391
  Other Real Estate Owned (Income) Expense, Net                                                          (1,084)        1,286
  Other Noninterest Expense                                                                              12,571        13,884
                                                                                                         ------        ------
  Total Noninterest Expense                                                                              47,151        53,587

  Income before Taxes                                                                                     8,899         8,043
  Applicable Income Tax Expense                                                                             104           130
                                                                                                         ------        ------
  Net Income                                                                                              8,795         7,913
  Dividends on Preferred Stock                                                                           (2,688)       (3,345)
                                                                                                         ------        ------ 
  Net Income Available for Common Stock                                                                  $6,107        $4,568

EARNINGS PER COMMON SHARE                                                                                  $.20          $.15
</TABLE>

                                       3

<PAGE>



RIGGS NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CONDITION
<TABLE>
<CAPTION>


(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)                                MARCH 31,      MARCH 31,    DECEMBER 31,
(UNAUDITED IN MARCH 31, 1995 AND 1994)                                    1995           1994           1994
_______________________________________________________________________________________________________________
<S>                                                                    <C>             <C>            <C>    
ASSETS
  Cash and Due from Banks                                            $   198,636    $   336,771    $   206,953
  Money Market Assets:
      Time Deposits with Other Banks                                     255,037        203,632        228,224
      Federal Funds Sold and Reverse Repurchase Agreements               192,000        185,200        160,000
                                                                       ---------      ---------      ---------
  Total Money Market Assets                                              447,037        388,832        388,224
                                                                       ---------      ---------      ---------
  Securities Available for Sale (at Market Value)                        601,246        571,146        598,277
  Securities Held-to-Maturity (Market Value: March 31, 1995, $514,838;
       March 31, 1994, $577,467; December 31, 1994, $434,993)            518,808        577,434        443,163
  Loans                                                                2,531,486      2,641,041      2,549,924
  Reserve for Loan Losses                                                 94,299         86,711         97,039
                                                                       ---------      ---------      ---------
  Net Loans                                                            2,437,187      2,554,330      2,452,885
                                                                       ---------      ---------      ---------
  Premises and Equipment, Net                                            150,079        158,900        151,532
  Accrued Interest Receivable                                             29,094         23,780         27,904
  Other Real Estate Owned, Net                                            46,141         51,403         47,763
  Other Assets                                                           110,296        118,597        108,964
                                                                       ---------      ---------      ---------
  Total Assets                                                       $ 4,538,524    $ 4,781,193    $ 4,425,665

LIABILITIES
  Noninterest-Bearing Demand Deposits                                $   836,660    $   940,180    $   827,023
  Interest-Bearing Deposits:
      Savings and NOW Accounts                                           856,555        943,249        900,209
      Money Market Deposit Accounts                                      957,234      1,072,172        966,348
      Time Deposits in Domestic Offices                                  886,509        598,755        625,432
      Time Deposits in Foreign Offices                                   286,866        231,045        283,782
                                                                       ---------      ---------      ---------
  Total Interest-Bearing Deposits                                      2,987,164      2,845,221      2,775,771
                                                                       ---------      ---------      ---------
  Total Deposits                                                       3,823,824      3,785,401      3,602,794
                                                                       ---------      ---------      ---------
  Short-Term Borrowings:
      Federal Funds Purchased and Repurchase Agreements                  102,346        287,921        264,878
      U.S. Treasury Demand Notes and Other Short-Term Borrowings          39,700        150,441         28,559
                                                                       ---------      ---------      ---------
  Total Short-Term Borrowings                                            142,046        438,362        293,437
                                                                       ---------      ---------      ---------
  Other Liabilities                                                       67,942         51,117         44,146
  Long-Term Debt                                                         217,625        217,625        217,625
                                                                       ---------      ---------      ---------
  Total Liabilities                                                    4,251,437      4,492,505      4,158,002

STOCKHOLDERS' EQUITY
  Preferred Stock-$1.00 Par Value
      Shares Authorized - 25,000,000 at March 31, 1995 and 1994, and
         December 31, 1994; Liquidation Preference - $25 per share
      Cumulative Convertible Series A - 764,537 shares 
         at March 31, 1994                                                  --              765           --
      Noncumulative Perpetual Series B - 4,000,000 shares at
         March 31, 1995 and 1994, and December 31, 1994                    4,000          4,000          4,000
  Common Stock-$2.50 Par Value
      Shares Authorized - 50,000,000 at March 31, 1995 and 1994, and
         December 31, 1994;
      Shares Issued - 31,145,212 at March 31, 1995, 31,124,012 at
         March 31, 1994 and 31,145,212 at December 31, 1994               77,863         77,810         77,863
  Surplus - Preferred Stock                                               91,192        109,473         91,192
  Surplus - Common Stock                                                 156,123        156,004        156,123
  Foreign Exchange Translation Adjustments                                  (481)        (1,579)          (634)
  Undivided Profits (Accumulated Deficit)                                 (2,907)       (26,397)        (9,014)
  Unrealized Loss on Securities Available for Sale, Net                  (14,980)        (7,665)       (28,144)
  Treasury Stock-900,798 shares at March 31, 1995 and 1994, and
         December 31, 1994                                               (23,723)       (23,723)       (23,723)
                                                                       ---------      ---------      --------- 
  Total Stockholders' Equity                                             287,087        288,688        267,663
                                                                       ---------      ---------      ---------
  Total Liabilities and Stockholders' Equity                         $ 4,538,524    $ 4,781,193    $ 4,425,665
</TABLE>

                                       4

<PAGE>



RIGGS NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>


                                                                                          UNREALIZED
                                                                 FOREIGN    UNDIVIDED     GAIN(LOSS)
                        PREFERRED     COMMON                    EXCHANGE     PROFITS     ON SECURITIES                  TOTAL
                          STOCK        STOCK                   TRANSLATION   (ACCUM.       AVAILABLE      TREASURY   STOCKHOLDERS'
                        $1.00 PAR    $2.50 PAR       SURPLUS   ADJUSTMENTS   DEFICIT)    FOR SALE, NET      STOCK       EQUITY

___________________________________________________________________________________________________________________________________
<S>                        <C>        <C>            <C>        <C>          <C>              <C>         <C>            <C>

Balance,
  December 31, 1993       $4,765     $77,807        $265,564   $(1,527)    $(30,965)         $1,276      $(23,723)       $293,197

Net Income                    -           -                -         -        7,913               -             -           7,913

Issuance of
  Common Stock--
    Stock Option Plan         -           3                8         -            -               -             -              11

Cash Dividends --
  Preferred                   -           -                -         -       (3,345)              -             -          (3,345)

Unrealized Loss on
  Securities Available
    for Sale, Net             -           -                -         -            -          (8,941)            -          (8,941)

Foreign Exchange
 Translation Adjustments      -           -                -       (52)           -               -             -             (52)

Other                         -           -              (95)        -            -               -             -             (95)
                          -----      ------          -------     -----       ------           -----       -------         -------
Balance,
  March 31, 1994         $4,765     $77,810         $265,477   $(1,579)    $(26,397)        $(7,665)     $(23,723)       $288,688



Balance,
  December 31, 1994      $4,000     $77,863         $247,315     $(634)     $(9,014)       $(28,144)     $(23,723)       $267,663

Net Income                    -           -                -         -        8,795               -             -           8,795

Cash Dividends--
  Preferred                   -           -                -         -       (2,688)              -             -          (2,688)

Unrealized Gain on
  Securities Available
    for Sale, Net             -           -                -         -            -          13,164             -          13,164

Foreign Exchange
 Translation Adjustments      -           -                -       153            -               -             -             153

Other                         -           -                -         -            -               -             -               -
                           -----      ------         -------     -----        -----          ------        ------        --------
Balance,
  March 31, 1995          $4,000     $77,863        $247,315     $(481)     $(2,907)       $(14,980)     $(23,723)       $287,087
</TABLE>

                                       5

<PAGE>



RIGGS NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(IN THOUSANDS)                                                                 
<TABLE>
<CAPTION>
                                                                                                        THREE MONTHS ENDED
                                                                                                            MARCH 31,

Increase (decrease) in cash and cash equivalents                                                       1995           1994
_____________________________________________________________________________________________________________________________
<S>                                                                                                     <C>           <C> 
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income                                                                                             $8,795         $7,913
  Adjustments to Reconcile Net Income to Cash
    Provided By Operating Activities:
     Provisions for Loan Losses                                                                             -          2,100
     Provisions for Other Real Estate Owned Writedowns                                                   (53)          1,317
     Depreciation Expense and Amortization of Leasehold Improvements                                    3,011          3,073
     Amortization of Purchase Accounting Adjustments                                                      901            966
     Gains on Securities Sales                                                                           (46)        (1,356)
     Gains on Sales from Other Real Estate Owned                                                        (661)          (222)
     Increase in Accrued Interest Receivable                                                          (1,190)          (869)
     Increase in Other Assets                                                                         (2,233)        (2,302)
     Increase (Decrease) in Other Liabilities                                                          23,796        (1,145)
                                                                                                       ------         ------ 
  Total Adjustments                                                                                    23,525          1,562
                                                                                                       ------          -----
  Net Cash Provided By Operating Activities                                                            32,320          9,475
                                                                                                       ------          -----

CASH FLOWS FROM INVESTING ACTIVITIES:
  Net Increase In Time Deposits with Other Banks                                                     (26,813)        (2,686)
  Proceeds from Maturities of Securities Available for Sale                                            10,966         43,282
  Proceeds from Sales of Securities Available for Sale                                                     46        193,048
  Purchase of Securities Available for Sale                                                             (771)       (97,998)
  Proceeds from the Maturity of Securities Held-to-Maturity                                                 -        478,098
  Proceeds from Sales of Securities Held-to-Maturity                                                        -          1,825
  Purchase of Securities Held-to-Maturity                                                            (75,645)      (397,257)
  Net Decrease (Increase) in Loans                                                                     15,052      (118,493)
  Proceeds from Sales of Other Real Estate Owned                                                        2,450          5,488
  Net Increase in Premises and Equipment                                                              (1,558)          (875)
  Other, Net                                                                                              532          (556)
                                                                                                      -------        ------- 
Net Cash (Used In) Provided By Investing Activities                                                  (75,741)        103,876
                                                                                                      -------        -------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Net Increase (Decrease) in:
    Demand, NOW, Savings and Money Market Deposit Accounts                                           (43,131)         53,293
    Time Deposits                                                                                     264,161       (41,716)
    Federal Funds Purchased and Repurchase Agreements                                               (162,532)       (14,409)
    U.S. Treasury Demand Notes and Other Short-Term Borrowings                                         11,141        (1,256)
  Net Proceeds From the Issuance of Long-Term Debt                                                          -        121,250
  Repayment of Long-Term Debt                                                                               -      (120,700)
  Net Proceeds From the Issuance of Common Stock                                                            -             11
  Dividend Payments - Preferred                                                                       (2,688)        (3,345)
  Other, Net                                                                                                -           (95)
                                                                                                       ------        ------ 
Net Cash Provided By (Used In) Financing Activities                                                    66,951        (6,967)
                                                                                                       ------        ------ 
Effect of Exchange Rate Changes                                                                           153           (52)
                                                                                                       ------        ------ 
Net Increase in Cash and Cash Equivalents                                                              23,683        106,332
Cash and Cash Equivalents at Beginning of Period                                                      366,953        415,639
                                                                                                      -------        -------
Cash and Cash Equivalents at End of Period                                                           $390,636       $521,971

SUPPLEMENTAL SCHEDULE OF CASH FLOW ACTIVITIES:

NONCASH ACTIVITIES:
  Loans Transferred to Other Real Estate Owned                                                             $-         $3,601

CASH PAID DURING THE YEAR FOR:
  Interest Paid (Net of Amount Capitalized)                                                           $33,627        $23,422
  Income Tax Payments (Refund)                                                                              1        (4,417)
</TABLE>

                                       6

<PAGE>


                                                            

RIGGS NATIONAL CORPORATION
FINANCIAL RATIOS AND OTHER FINANCIAL DATA
(UNAUDITED)
<TABLE>
<CAPTION>


THREE MONTH PERIOD ENDED MARCH 31,                                              1995              1994
_________________________________________________________________________________________________________
<S>                                                                             <C>             <C> 

PERFORMANCE:

        Net Income to Average Assets                                               .80%             .69%
        Net Income to Average Earning Assets                                       .88%             .77%
        Net Income to Average Stockholders' Equity                               12.99%           10.91%
        Net Income Available to Common Stock
                 to Average Common Equity                                        13.81%           10.30%
        Net Interest Income to Average Earning Assets                             3.91%            3.70%


ASSET QUALITY:

        Nonaccrual Loans as a % of Total Loans                                     .90%            4.16%
        Nonaccrual Loans as a % of Average Loans                                   .90%            4.23%
        Nonperforming Assets as a % of Total Loans and OREO                       2.69%            6.44%
        Nonperforming Assets as a % of Total Assets                               1.53%            3.62%
        Nonaccrual and Renegotiated Loans as a % of Total Loans                    .91%            4.61%
        Net Charge-Offs as a % of Average Loans                                    .13%             .08%
        Reserve for Loan Losses as a % of Total Loans                             3.73%            3.28%
        Reserve for Loan Losses as a % of Nonaccrual and
                Renegotiated Loans                                              408.45%           71.15%
        Period End Stockholders' Equity to Total Assets                           6.33%            6.04%


PER COMMON SHARE:

        Net Income                                                                $.20             $.15
        Book Value (at period end)                                               $6.34            $5.77
        Common Shares Outstanding (at period end)                           30,244,414       30,223,214
        Average Common Shares Outstanding                                   30,244,414       30,222,107


CAPITAL RATIOS AT PERIOD END:

        Tier I                                                                  11.63%           10.84%
        Combined Tier I and Tier II                                             18.72%           17.53%
        Leverage                                                                 6.48%            6.15%
</TABLE>

                                       7

<PAGE>



RIGGS NATIONAL CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


NOTE 1.        BASIS OF PRESENTATION

In the opinion of management,  the accompanying  unaudited financial  statements
contain all  adjustments,  of a normal  recurring  nature,  necessary to present
fairly, in conformity with generally accepted accounting principles applied on a
consistent basis, the Corporation's consolidated financial position at March 31,
1995 and 1994,  and  December  31, 1994  (audited),  and the related  changes in
stockholders'  equity, the consolidated  statements of income and cash flows for
the three months ended March 31, 1995, and 1994. These statements should be read
in conjunction with the financial  statements and accompanying notes included in
the Corporation's latest annual report. Certain reclassifications have been made
to  prior-period  amounts to conform with the current year's  presentation.  The
results of  operations  for the first three  months of 1995 are not  necessarily
indicative of the results to be expected for the full 1995 year.


NOTE 2.        COMMON SHARES

Earnings per common share are  calculated  using the weighted  average number of
shares of common  stock  outstanding  during the period.  The  weighted  average
shares outstanding were 30,244,414 for the first quarter of 1995, and 30,222,107
for the same period in 1994.  The  weighted  average  number of shares of common
stock  outstanding does not include shares granted under the 1993 Riggs National
Corporation Stock Option Plan (the "1993 Plan") or shares granted under the 1994
Riggs National  Corporation Stock Option Plan (the "1994 Plan").  Under the 1993
Plan,  options to purchase up to 1,250,000 shares of common stock may be granted
to key employees of the Corporation.  As of March 31, 1995,  options to purchase
855,200 shares had been granted in the 1993 Plan at prices ranging from $9.00 to
$10.50 per share and are currently not dilutive. Under the 1994 Plan, options to
purchase up to 1,250,000  shares of common stock may be granted to key employees
of the Corporation. As of March 31, 1995, no options to purchase shares had been
granted under the 1994 Plan.



NOTE 3.        RESERVE FOR LOAN LOSSES

Changes in the reserve for loan losses are summarized as follows:
<TABLE>
<CAPTION>

                                                                                      THREE MONTHS ENDED
                                                                                           MARCH 31,
                                                                                    1995             1994
_____________________________________________________________________________________________________________
<S>                                                                                <C>               <C>    
Balance, beginning of period                                                       $97,039           $86,513

Provision for loan losses                                                                -             2,100

Loans charged-off:
     Domestic                                                                          596             2,038
     Foreign                                                                         4,846             2,505
                                                                                    ------            ------
Total loans charged-off                                                              5,442             4,543

Recoveries on charged-off loans:
     Domestic                                                                          555             1,990
     Foreign                                                                         1,501               570
                                                                                    ------            ------
Total recoveries on charged-off loans                                                2,056             2,560

Net loans charged-off                                                                3,386             1,983

Foreign exchange translation adjustments                                              646                81
                                                                                    ------            ------

Balance, end of period                                                             $94,299           $86,711
</TABLE>

                                       8

<PAGE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED



NOTE 4.        OTHER REAL ESTATE OWNED

Changes in other real estate owned, net of reserves, are summarized as follows:
<TABLE>
<CAPTION>

                                                                                  THREE MONTHS ENDED
                                                                                       MARCH 31,
                                                                                1995              1994
________________________________________________________________________________________________________
<S>                                                                            <C>              <C>    
Balance, beginning of period                                                   $47,763          $52,803

Additions                                                                           -             3,601

Deductions:
    Sales and repayments                                                         1,789            3,727
    Charge-offs                                                                     -             1,317
    Other                                                                         (53)               -
                                                                               -------          -------     
Total Deductions                                                                 1,736            5,044

Foreign exchange translation adjustments                                           114               43
                                                                               -------          -------
Balance, end of period                                                         $46,141          $51,403
</TABLE>


NOTE 5.        NEW FINANCIAL ACCOUNTING STANDARDS

In May 1993,  SFAS No. 114,  "Accounting by Creditors for Impairment of a Loan,"
was issued,  specifying  how  allowances  for credit losses  related to impaired
loans,  as defined in the Statement,  should be determined.  Under SFAS No. 114,
the  Corporation is required to identify and measure  impaired loans in its loan
portfolio.  For the most  part,  measurement  is based on the  present  value of
expected future cash flows discounted at the loan's effective  interest rate or,
for  collateral-dependent  loans,  on the fair value of the  collateral.  If the
valuation of the impaired loan is less than the recorded investment in the loan,
the Corporation  will recognize an impairment by creating a valuation  allowance
with a  corresponding  charge to  provision  for loan losses or by  adjusting an
existing  valuation  allowance  for the impaired  loan,  with the  corresponding
amount  reflected in earnings.  In October 1994,  SFAS No. 118,  "Accounting  by
Creditors for Impairment of a Loan," was issued, amending SFAS No. 114. SFAS No.
118  allows for use of  existing  methods  for  recognizing  interest  income on
impaired loans;  however, SFAS No. 118 does not provide specific guidance on how
a creditor  should  recognize  interest income on an impaired loan. SFAS No. 118
also  provides  additional  disclosure  guidance  for the  reporting of impaired
loans.  Both  statements are effective for fiscal years beginning after December
15, 1994. The Corporation  implemented SFAS Nos. 114 and 118 on January 1, 1995,
and their adoption did not have a material effect on the Corporation's financial
position.

                                       9

<PAGE>




NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED



NOTE 6.        INCOME TAXES

The  provision  for income taxes is based on income  reported  for  consolidated
financial  statement  purposes and includes  deferred  taxes  resulting from the
recognition  of certain  revenues  and  expenses  in  different  periods for tax
reporting purposes.

Income before income taxes  relating to the  operations of domestic  offices and
foreign  offices for the three  months  ended  March 31, 1995 and 1994,  were as
follows:
<TABLE>
<CAPTION>


                                                                                            MARCH 31,
                                                                                     1995              1994
_____________________________________________________________________________________________________________
<S>                                                                                 <C>              <C>    
    Domestic Offices                                                                $8,355           $   236
    Foreign Offices                                                                    544             7,807
                                                                                     -----             -----
      Total                                                                         $8,899            $8,043
</TABLE>


The  provision  for income  taxes for the three  months ended March 31, 1995 and
1994 consisted of the following:
<TABLE>
<CAPTION>


                                                                                            MARCH 31,
                                                                                     1995              1994
______________________________________________________________________________________________________________
<S>                                                                                  <C>                 <C>
Current Provision:
    Federal                                                                         $(923)                $-
    State                                                                               99                77
    Foreign                                                                              5                53
                                                                                      ----              ----
Total Current Provision                                                              (819)               130

Deferred Provision:
    Federal                                                                            923                 -
    State                                                                                -                 -
    Foreign                                                                              -                 -
                                                                                      ----              ----        
Total Deferred Provision                                                               923                 -

Applicable Income Tax Expense                                                         $104              $130
</TABLE>

                                       10

<PAGE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED



NOTE 7.        COMMITMENTS AND CONTINGENT LIABILITIES

In  the  normal  course  of  business,   the  Corporation  enters  into  various
transactions that, in accordance with generally accepted accounting  principles,
are not included on the consolidated statements of condition. These transactions
are  referred  to  as  "off-balance-sheet"   commitments  and  differ  from  the
Corporation's  balance sheet  activities in that they do not give rise to funded
assets or liabilities.  The Corporation  enters into derivative  transactions to
manage its own risks  arising from  movements  in interest  and currency  rates.
Off-balance-sheet activities involve varying degrees of credit,  interest-rate 
or liquidity risk in excess of amounts recognized on the consolidated 
statements of condition. The Corporation seeks to minimize  its exposure to 
loss under these  commitments  by  subjecting them to credit approval and 
monitoring procedures.

Outstanding  commitments  and contingent  liabilities  that do not appear in the
consolidated financial statements at March 31, 1995, and 1994, are as follows:

<TABLE>
<CAPTION>
                                                                                          CONTRACTUAL OR
                                                                                          NOTIONAL VALUE
                                                                                             MARCH 31,
                                                                                     1995                1994
________________________________________________________________________________________________________________
<S>                                                                                <C>                 <C>
Commitments to Extend Credit:
    Commercial                                                                     $276,985            $241,792
    Real Estate                                                                     223,559             257,161
    Consumer                                                                         65,350              65,656
                                                                                   --------            --------
Total Commitments to Extend Credit                                                 $565,894            $564,609

Letters of Credit:
    Commercial                                                                      $60,854             $98,061
    Standby-Financial                                                                24,731              32,215
    Standby-Performance                                                              18,512              45,439
                                                                                   --------            --------
Total Letters of Credit                                                            $104,097            $175,715

Financial  Instruments  with  off-balance  sheet market risk:
    Foreign  exchange contracts:
         Commitments to purchase                                                    $24,700             $24,309
         Commitments to sell                                                        126,032             203,905
    Interest rate swap agreements                                                   289,075             266,380
    Interest rate option contracts (corridors)                                      400,000                   -

</TABLE>


The  Corporation's  management  believes  that  financial  derivatives,  such as
interest-rate  agreements,  can be an important element of prudent balance sheet
and   interest-rate   risk  management.   Interest-rate   agreements,   such  as
interest-rate  swaps,  involve two parties that have agreed to exchange periodic
payments  calculated with reference to fixed or variable  interest rates applied
to an agreed  upon  notional  principal  amount.  Notional  amounts  are used to
determine the amount of payments exchanged and do not represent an obligation to
exchange principal balances. Interest-rate swaps are entered into to temporarily
alter the interest sensitivity of specifically  identified assets or liabilities
and reduce the Corporation's interest-rate risk.

                                       11

<PAGE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED



NOTE 7.        COMMITMENTS AND CONTINGENT LIABILITIES, CONTINUED

Interest-rate  option contracts obligate a contract "seller" to make payments to
a  contract  "purchaser"  in the event  that a  designated  interest-rate  index
exceeds a  contractual  "ceiling"  level or falls  below a  contractual  "floor"
level, or both, as in a "corridor" transaction. The Corporation has entered into
such contracts to obtain a specific hedge of certain  assets,  liabilities or to
offset previously entered derivative positions.

At March 31, 1995, the Corporation's financial derivative instruments included a
$200 million (notional principal amount)  interest-rate swap agreement,  entered
into in July 1993,  to hedge money  market  assets  against the  possibility  of
declining interest rates. Through the first quarter of 1995, this swap agreement
has performed as anticipated.  The swap agreement entails the receipt of a fixed
rate by the Corporation for the five-year term of 5.38%,  maturing in July 1998.
The Corporation  agreed to pay a floating rate equal to three-month Libor, reset
quarterly.  The rate  earned on the actual  money  market  assets is intended to
offset the floating-rate payment and the Corporation is left with the fixed-rate
of 5.38%. All payments are netted on a quarterly basis. At March 31, 1995, total
receivables  and payables  relating to unpaid interest  income/expense  from the
swap agreement totaled $1.9 million and $2.3 million, respectively, and there
were no fees associated with these transactions.  The total aggregate net
interest expense  recorded in the first  quarter of 1995 from this swap
transaction  was $398  thousand, which is included in interest income relating
to the money market assets.  The market value  (replacement  cost) of the swap
agreement has fluctuated, from an unrealized loss of $16.8 million at December
31, 1994, to an unrealized loss of $10.5 million at March 31, 1995.

Based on the  possibility  of further  short-term  rate increases by the Federal
Reserve,  in April 1994, the  Corporation  purchased two $100 million  (notional
principal  balance)  corridors  to  reduce its interest-rate  risk exposure.
One of the corridors was for a term of two years,  and the other for three 
years.  A premium was paid for these agreements,  with the  cost  amortized  
over the  respective  lives.  Under  the original terms, the corridor limits for
three-month Libor were set from 5.00% to 6.00%.  However,  in early  November
1994,  the rates were adjusted  based upon market  conditions.  Under the terms
of the adjustments,  the Corporation  would receive payments from the 
counterparty if three-month  Libor exceeded a level of approximately  5.60%,
however, if Libor rose above 7.00%, then the Corporation would begin paying to 
the counterparty Libor in excess of 7.00%.  The net result was that the 
floating-rate paid on the swap would be capped at 5.60% unless Libor rose above 
7.00%. If rates exceeded  7.00%, the Corporation  would  effectively  reduce the
actual floating-rate to be paid by 1.40% as a result of the corridor 
(7.00%-5.60%  = 1.40%).  All rates are reset quarterly to coincide  with the 
interest-rate swap reset dates.  At March 31, 1995, the  Corporation  was 
receiving  interest  payments based on a three-month Libor rate of 6.38% at the 
last reset date. These corridor  agreements mature in April 1996 and April 1997.

In August 1994, the Corporation entered into another corridor transaction in the
amount of $200 million (notional principal balance). This corridor,  executed to
hedge the costs of certain short-term  borrowings against rising interest rates,
included a  termination  agreement.  A premium was also paid for this  corridor,
with the cost  amortized  over the  two-year  life.  Under  the  agreement,  the
Corporation  receives payments,  calculated  quarterly on the notional principal
amount,  by the amount that three-month  Libor exceeds 6.00%. Such payments will
cease,  if three-month  Libor would equal or exceed 8.00% on a reset date. As of
March 31, 1995,  the  Corporation  was receiving  interest  payments  based on a
three-month  Libor  rate of 6.31%  at the  last  reset  date.  The  "terminating
corridor" agreement matures in August 1996.

At March 31, 1995,  total  receivables and payables  relating to unpaid interest
income/expense  from all the corridor  transactions  totaled an  aggregate  $4.3
million and $4.0 million, respectively, with aggregate unamortized fees totaling
$2.4 million and aggregate  unrealized  gains of  approximately  $1.2 million at
quarter-end  1995.  Total  aggregate net interest  income  recorded in the first
quarter from these corridor transactions was $384 thousand,  which was more than
offset by the amortization of prepaid costs totaling $413 thousand for the first
three months of 1995.

                                       12

<PAGE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


NOTE 7.        COMMITMENTS AND CONTINGENT LIABILITIES, CONTINUED

In March 1995, the Corporation  entered into two $25 million (notional principal
balance)  interest-rate  swap agreements to alter the interest  sensitivity of a
portion of the Corporation's real estate mortgage loan portfolio. The first swap
agreement  entails  the  receipt of a  floating  rate by the  Corporation  for a
one-year term, at a rate equal to 3-month Libor, reset quarterly and maturing in
March 1996. At March 31, 1995, the Corporation was receiving  interest  payments
based on a 3-month  Libor rate of 6.31%  based  upon the  initial  setting.  The
Corporation  agreed to pay a fixed  rate of 6.73%.  The  second  swap  agreement
entails the receipt of a floating rate by the  Corporation  for a two-year term,
at a rate equal to 3-month Libor, reset quarterly and maturing in March 1997. At
March 31, 1995,  the  Corporation  was receiving  interest  payments  based on a
3-month  Libor rate of 6.31% based upon the  initial  setting.  The  Corporation
agreed to pay a fixed rate of 6.97%.  All  payments  are  netted on a  quarterly
basis.  At March 31, 1995,  total  receivables  and payables  relating to unpaid
interest  income/expense from the swap agreements totaled $140 thousand and $143
thousand,  respectively, and are included in interest income relating to the 
real estate mortgage loan portfolio.  There were no fees associated with these 
transactions.  The total aggregate net interest  expense  recorded in the first
quarter of 1995  was $3 thousand.


NOTE 8.        RECENT DEVELOPMENTS

On March 23, 1995, the Corporation signed a contract to purchase approximately 7
acres of land in Riverdale,  Maryland in Prince George's County. The Corporation
intends to construct and occupy a 156,000 square foot office complex, which will
include  several  technology  related  functions  that are presently  located in
leased facilities,  with the majority of the personnel coming from leased office
space at the 1120 Vermont Avenue  location in Washington,  D.C.  Construction of
this facility is scheduled to begin in late June to early July 1995,  subject to
the Corporation  completing  several stages of approvals with local governmental
authorities. The Corporation does not anticipate any substantial delays from the
approval process and expects the office complex to be completed in May 1996. The
Corporation has committed  internal  personnel and external  resources to review
all of its  occupancy  needs  through a "strategic  occupancy"  task force.  The
selection  of the  Riverdale,  Maryland  site  entailed  extensive  research and
analysis,  including the review of the needs of the  divisions to be moved,  the
impact to employees  moving to the facility,  access to mass transit routes,  in
addition to the  overall  effect on the  Corporation's  operating  results.  The
Corporation  estimates that the relocation of personnel from leased locations to
this new  facility  will have an  immediate  positive  impact on its  results of
operations in 1996 and  thereafter.  The  Corporation  does not  anticipate  any
material  impact to its  financial  condition  or results of  operations  in the
current fiscal year from its plans for building this new office facility.


NOTE 9.        REGULATORY MATTERS

On May 14, 1993, the Corporation entered into a Memorandum of Understanding with
the Federal  Reserve Bank of Richmond  ("Federal  Reserve").  The  Memorandum of
Understanding   was  the  result  of  regulatory   concern  over  financial  and
operational   weaknesses  and  continued   losses   related   primarily  to  the
Corporation's domestic and United Kingdom commercial real estate exposure. Under
the terms of the Memorandum of  Understanding,  the Corporation  must notify the
Federal  Reserve Bank in advance of dividend  declarations,  the issuance and/or
redemption  of long-term  debt and use of cash assets in certain  circumstances.
The  Corporation  is also  required  to submit  plans and reports to the Federal
Reserve  Bank  relating  to  capital,  asset  quality,  loan loss  reserves  and
operations,  including  contingency measures if projected operational results do
not occur.  As of March 31, 1995,  the  Corporation  was in compliance  with the
provisions and requirements of the Memorandum of Understanding.

                                       13

<PAGE>


RIGGS NATIONAL CORPORATION

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS

SUMMARY

The  Corporation  reported  consolidated  net income of $8.8  million  ($.20 per
common  share) for the first  quarter of 1995  compared  with net income of $7.9
million ($.15 per common  share) for the same quarter a year earlier.  The first
quarter performance in 1995 is the Corporation's seventh consecutive  profitable
quarter.  Results  for the first  quarter of 1995  reflect the benefit of a $863
thousand  (pretax)  increase in net interest income (on a tax-equivalent  basis,
see "Net  Interest  Income") and a $2.1 million  reduction in the  provision for
loan losses.  The increase in net interest  income in the latest  period was the
result of  improved  asset mix and  reductions  in  nonperforming  assets.  Also
contributing to the improved first quarter 1995 results was a $6.4 million (12%)
decrease in noninterest  expense.  The positive effects from the increase in net
interest income and reductions in noninterest expense were partially offset by a
decrease in noninterest  income of $8.8 million (33%). A significant  portion of
the decrease in noninterest  income was due to a $4.7 million gain on settlement
of mortgage  insurance claims,  reductions in fees and other noninterest  income
totaling $2.1 million due to the sale of three foreign  subsidiaries  in 1994 as
well as securities gains recorded in the first quarter of 1994.  Excluding these
amounts,  noninterest  income would have decreased by $616 thousand (2%) between
the periods (see "Noninterest Income").

There was no provision for loan losses in the first quarter of 1995,  the result
of  improvement in asset quality as  nonperforming  assets were reduced over 60%
from $173.3  million at the end of the first quarter of 1994 to $69.2 million at
the end of the first quarter of 1995. The March 31, 1995 level of  nonperforming
assets is the lowest since the third quarter of 1990. The Corporation's  overall
asset   quality   continues   to   improve  as  a  result  of   collection   and
asset-management  efforts as well as improved economic  conditions  domestically
and in the United Kingdom.

Assets  totaled $4.54 billion at March 31, 1995, up $112.9 million from year-end
1994 and a decrease of $242.7 million from March 31, 1994. The decrease in total
assets from March 31, 1994 is  attributable  to decreases in loans of $109.6
million. Deposits at March 31, 1995 totaled $3.82 billion, an increase of $221.0
million from year-end  1994 and $38.4 million from March 31, 1994.  The increase
over the last twelve  months is  primarily  due to  increases  in domestic  time
deposits,  the result of the  Corporation's  banking  relationship with the U.S.
Treasury,  combined  with  several  new  initiatives  in the  deposit  area (see
"Deposits"). Total liabilities increased during the first quarter of 1995 ($93.4
million) and  decreased  $241.1  million from a year ago. The decrease  over the
preceding  year is due to an overall  reduction in the amount of borrowed  funds
outstanding.



PERFORMANCE ENHANCING STRATEGIES

In 1993, the Corporation  initiated several performance  enhancing strategies to
improve the efficiency and effectiveness of its operations as well as the 
financial  restructuring of its domestic and foreign operations.  In 1994, these
initiatives  were  substantially  completed.  Accrued  and unpaid  restructuring
expenses totaled $828 thousand and $756 thousand for the efficiency plan and the
financial restructuring plans, respectively,  and are expected to be made in the
second quarter of 1995.

As the largest  commercial  bank holding company  headquartered  in the nation's
capital,  the  Corporation  is uniquely  positioned in the center of an affluent
market that  combines  significant  public- and  private-sector  customers.  The
Corporation  believes a "community  bank" strategy  allows it to offer a broader
product line than its smaller  competitors,  while its personalized  service and
local  decision-making give the Corporation a distinct advantage over its larger
regional  competitors.  Local  decision-making and a commitment to the community
are the key to retaining  existing  customers  and  building new  relationships.
During 1994, the Corporation conducted a detailed analysis of its retail banking
system,  determining the best use of its locations,  branch facilities,  product
lines and personnel. The Corporation has already sold or consolidated two retail
branches as part of this analysis. The Corporation currently does not anticipate
significant  branch sales or  consolidations,  but the  Corporation  is actively
seeking  enhancements  to existing  branches to attract new  customers,  improve
service  quality  and the overall  profitability  of its  branches,  and is also
searching  for  opportunities  to  establish  new  retail  banking  branches  in
strategic locations.

                                       14

<PAGE>







SECURITIES

Schedules detailing securities available for sale and held-to-maturity follow:

<TABLE>
<CAPTION>
                                                            MARCH 31, 1995                    MARCH 31, 1994
                                                      AMORTIZED         MARKET/         AMORTIZED           MARKET/
              AVAILABLE FOR SALE                        COST          BOOK VALUE          COST            BOOK VALUE
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>             <C>              <C>                <C> 

(In thousands)

U.S. Treasury Securities                               $138,863        $137,984          $45,703            $45,438
Government Agencies Securities                           26,581          25,329                -                  -
Obligations of States & Political Subdivisions            8,800           8,200                -                  -
Mortgage-Backed Securities                              426,748         414,499          519,574            512,175
Other Securities                                         15,234          15,234           13,533             13,533
                                                       --------        --------         --------           --------

Total                                                  $616,226        $601,246         $578,810           $571,146
</TABLE>



<TABLE>
<CAPTION>
                                                            MARCH 31, 1995                     MARCH 31, 1994
                                                        BOOK            MARKET           BOOK               MARKET
               HELD-TO-MATURITY                         VALUE           VALUE            VALUE              VALUE
- ---------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>             <C>              <C>                <C>   
(In thousands)

U.S. Treasury Securities                               $318,861        $317,943         $563,493           $563,470
Obligations of States & Political Subdivisions          199,947         196,895                -                  -
Mortgage-Backed Securities                                    -               -                -                  -
Other Securities                                              -               -           13,941             13,997
                                                       --------        --------         --------           --------
Total                                                  $518,808        $514,838         $577,434           $577,467
</TABLE>


Total securities held-to-maturity and available for sale increased $78.6 million
(7.5%) during the first  quarter of 1995,  and  decreased  $28.5 million  (2.5%)
since March 31, 1994.  The increase in securities  for the first three months of
1995 was due to net  purchases  during the  period  from  funds  available  from
increases in deposits  and loan  repayments  during the period.  The decrease in
securities  during the past year occurred as proceeds from maturities and sales,
combined with proceeds from maturing money market investments,  were invested in
longer-term,  fixed-rate  residential  mortgage  loans, as part of a strategy to
improve  earnings.  The  weighted-average  maturities  and yields for securities
held-to-maturity,  adjusted for anticipated  prepayments,  was approximately 1.3
years and 5.78% at March 31, 1995. The weighted-average maturities and yields
for securities  available  for  sale,  adjusted  for  anticipated
prepayments,  was approximately 3.1 years and 6.10% at March 31, 1995.

                                       15

<PAGE>







SECURITIES, CONTINUED


The maturity distribution of securities as March 31, 1995, follows:

<TABLE>
<CAPTION>
                                                                           OBLIGATIONS
                                             U.S.         GOVERNMENT        OF STATES
                                           TREASURY        AGENCIES       AND POLITICAL        OTHER
                                          SECURITIES      SECURITIES      SUBDIVISIONS       SECURITIES       TOTAL
- ----------------------------------------------------------------------------------------------------------------------
<S>                                          <C>            <C>             <C>               <C>            <C>  
SECURITIES AVAILABLE FOR SALE

Within 1 year
     Amortized Cost                           $123,800      $       -        $8,800           $6,285         $138,885
     Book/Market                               123,425              -         8,200            6,285          137,910
     Yield*                                       5.84%             -          6.08%            5.51%            5.84%

After 1 but within 5 years
     Amortized Cost                             15,063         26,581             -          229,083          270,727
     Book/Market                                14,559         25,329             -          221,935          261,823
     Yield*                                       4.05%          6.02%            -             5.98%            5.88%

After 5 but within 10 years
     Amortized Cost                                  -              -             -          176,764          176,764
     Book/Market                                     -              -             -          171,997          171,997
     Yield*                                          -              -             -             4.55%            4.55%

After 10 years
     Amortized Cost                                  -              -             -           29,850           29,850
     Book/Market                                     -              -             -           29,516           29,516
     Yield*                                          -              -             -             3.70%            3.70%
                                              --------        -------        ------         --------         -------- 

Total Securities Available for Sale
     Amortized Cost                           $138,863        $26,581        $8,800         $441,982         $616,226
     Book/Market                               137,984         25,329         8,200          429,733          601,246
     Yield*                                       5.64%          6.02%         6.08%            5.25%            5.38%


SECURITIES HELD-TO-MATURITY

Within 1 year
     Book                                     $318,861        $25,000        $    -          $     -         $343,861       
     Market                                    317,943         24,973             -                -          342,916
     Yield*                                       5.38%          5.16%            -                -             5.36%

After 1 but within 5 years
     Book                                            -        174,947             -                -          174,947
     Market                                          -        171,922             -                -          171,922
     Yield*                                          -           7.01%            -                -             7.01%
                                              --------        -------        ------         --------         -------- 

Total Securities Held-to-Maturity
     Book                                     $318,861       $199,947        $    -          $     -         $518,808
     Market                                    317,943        196,895             -                -          514,838
     Yield*                                       5.38%          6.78%            -                -             5.92%
</TABLE>

[FN]
*  Weighted average yield to maturity at March 31, 1995. The securities within 
      the category of "Securities Available for Sale - Obligations of State and 
      Political Subdivisions" are taxable securities and are on a nonaccrual 
      basis as March 31, 1995. All contractual payments to date have been 
      received.


                                       16

<PAGE>







LOANS

The following table reflects loans by type for the periods indicated:

<TABLE>
<CAPTION>

                                                                       MARCH 31,      MARCH 31,     DECEMBER 31,
LOAN TYPE (IN THOUSANDS)                                                 1995           1994           1994
- ----------------------------------------------------------------------------------------------------------------
<S>                                                                  <C>            <C>            <C>    

Commercial and Financial                                             $   438,732    $   466,050    $   400,660
Real Estate - Commercial/Construction                                    312,548        358,987        323,835
Residential Mortgage                                                   1,325,928      1,292,496      1,317,169
Home Equity                                                              222,196        219,069        220,910
Consumer                                                                  73,315         74,606         75,887
Foreign                                                                  152,767        223,065        204,558
                                                                       ---------      ---------      ---------

Loans                                                                  2,525,486      2,634,273      2,543,019

Less: Unearned Discount (Unamortized
        Premium) and Net Deferred Fees                                    (6,000)        (6,768)        (6,905)
                                                                       ---------      ---------      --------- 

Total Loans, Net                                                     $ 2,531,486    $ 2,641,041    $ 2,549,924
</TABLE>


At March 31, 1995,  total loans  outstanding  (net of  premiums/discounts)  were
$2.53  billion,  compared  with $2.55  billion at December 31,  1994,  and $2.64
billion  at March 31,  1994.  The  decrease  in loans  from  March 31,  1994 and
December  31,  1994,   were  mostly   attributable  to  net  decreases  in  real
estate-commercial/construction  and foreign loans, partially offset by increases
in residential and home equity loans, the result of local-area  residential loan
initiatives.


REAL ESTATE-COMMERCIAL/CONSTRUCTION LOANS
GEOGRAPHIC DISTRIBUTION BY TYPE
MARCH 31, 1995
(IN THOUSANDS)                                                           
<TABLE>
<CAPTION>
                                                                              GEOGRAPHIC LOCATION
                                                      DISTRICT OF                       UNITED
PROJECT TYPE                                           COLUMBIA   VIRGINIA   MARYLAND   KINGDOM       OTHER     TOTAL
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>        <C>         <C>       <C>         <C>       <C>
                                                                                                             
Land Acquisition and
    Construction Development                           $ 29,524   $ 20,278   $ 20,096  $    --      $   --    $ 69,898
Multifamily Residential                                   9,048     13,301      7,411       --          595     30,355
Commercial:
    Office Buildings                                     47,580     41,238     20,306       --        2,383    111,507
    Shopping Centers                                     11,153     21,947     18,844       --          --      51,944
    Hotels                                                4,584      5,543       --         --          --      10,127
    Industrial/Warehouse Loans                             --       11,220      4,909       --          --      16,129
    Churches                                              5,407      2,824      6,031       --          --      14,262
    Other                                                   958      5,882      1,420       --           66      8,326
                                                        -------   --------   --------   --------   --------   --------
Total Commercial                                         69,682     88,654     51,510       --        2,449    212,295

Foreign                                                    --         --         --      101,173        --     101,173
                                                        -------   --------   --------   --------   --------   --------
Total Real Estate-Commercial/
    Construction Loans                                 $108,254   $122,233   $ 79,017   $101,173   $  3,044   $413,721
</TABLE>

                                       17

<PAGE>






LOANS, CONTINUED

The  Corporation  extends  credit to borrowers  domiciled  outside of the United
States through several of its banking subsidiaries. These assets may be impacted
by changing  economic  conditions in their  respective  countries.  Cross-border
outstandings include loans,  acceptances,  interest-bearing  deposits with other
banks,  investments,  accrued  interest  and other  monetary  assets,  which are
denominated  in  U.S.  dollars  or  other  non-local  currencies.  In  addition,
cross-border  outstandings  include  legally  enforceable  guarantees  issued on
behalf of non-local third parties and local currency  outstandings to the extent
they are not funded by local currency borrowings.  Cross-border outstandings are
then  reduced  by  tangible  liquid  collateral  and  any  legally   enforceable
guarantees  issued by  non-local  third  parties  on  behalf  of the  respective
country.

At March 31, 1995, the Corporation had no cross-border outstandings exceeding 1%
of its total assets to countries  experiencing  difficulties  in repaying  their
external debt. The table below details those  countries in which the Corporation
had total  outstandings in excess of 1% of its total assets. The Corporation did
not have any  cross-border  outstandings  between .75% and 1% at March 31, 1995,
December 31, 1994 or March 31, 1994.

CROSS-BORDER OUTSTANDINGS THAT EXCEED 1% OF TOTAL ASSETS
(IN MILLIONS)

<TABLE>
<CAPTION>
                                                                                                     90 DAYS
                                                   % OF                                              OR MORE     POTENTIAL
                                AMOUNT            ASSETS          NONACCRUAL    RENEGOTIATED         PAST DUE     PROBLEM
- ---------------------------------------------------------------------------------------------------------------------------
<S>                             <C>               <C>             <C>               <C>              <C>            <C>

MARCH 31, 1995
United Kingdom                  $153.1            3.4%             $7.6             $0.2              $-             $4.4

DECEMBER 31, 1994
United Kingdom                   149.4            3.4              10.6              0.3               -              4.3
France                            61.1            1.4                 -                -               -                - 

MARCH 31, 1994
United Kingdom                   186.1            3.9              29.9              0.8               -             12.4
</TABLE>

                                       18

<PAGE>







ASSET QUALITY

Nonperforming  assets,  which include  nonaccrual loans,  renegotiated loans and
other real estate owned (net of  reserves),  totaled  $69.2 million at March 31,
1995, a $6.5 million (9%) decrease from the year-end 1994 total of $75.7 million
and a $104.0  million  (60%)  decrease  from  the  March  31,  1994  total.  The
composition of nonperforming assets and past due loans is detailed below:


NONPERFORMING ASSETS AND PAST-DUE LOANS
(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                         MARCH 31,    MARCH 31,  DECEMBER 31,
                                                                                           1995         1994        1994
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                      <C>          <C>            <C>

NONPERFORMING ASSETS:
  
Nonaccrual Loans: (1)
  Domestic                                                                                $14,397    $ 74,576      $11,518
  Foreign                                                                                   8,308      35,392       15,865
                                                                                          -------    --------      -------
Total Nonaccrual Loans                                                                     22,705     109,968       27,383
                                                                                          -------    --------      -------

Renegotiated Loans: (2)
  Domestic                                                                                    162      11,148          288
  Foreign                                                                                     220         755          267
                                                                                          -------    --------      -------   
Total Renegotiated Loans                                                                      382      11,903          555
                                                                                          -------    --------      -------  

Other Real Estate Owned, Net:
  Domestic                                                                                 42,887      44,414       44,068
  Foreign                                                                                   3,254       6,989        3,695
                                                                                          -------    --------      ------- 
Total Other Real Estate Owned, Net                                                         46,141      51,403       47,763
                                                                                          -------    --------      ------- 


Total Nonperforming Assets                                                                $69,228    $173,274      $75,701

PAST-DUE LOANS: (3)

  Domestic                                                                                 $2,919    $  2,184       $6,091
  Foreign                                                                                      --          --           30
                                                                                          -------    --------      -------    

Total Past-Due Loans                                                                       $2,919    $  2,184       $6,121
</TABLE>

[FN]
(1) - Loans (other than consumer) that are in default in either  principal
      or interest for 90 days or more that are not  well-secured  and in the
      process of collection.
(2) - Loans for which terms have been  renegotiated to provide a reduction
      of  interest  or  principal  as a  result  of a  deterioration  in the
      financial  position of the borrower in  accordance  with  Statement of
      Financial  Accounting  Standard  No.  15.  Renegotiated  loans  do not
      include $13.5 million in loans  renegotiated at market terms that have
      performed in  accordance  with their  respective  renegotiated  terms.
      These  performing,  market  rate  loans  are  no  longer  included  in
      nonperforming asset totals.
(3) - Loans contractually past due 90 days or more in principal or interest that
      are well-secured and in the process of collection.


                                       19

<PAGE>







ASSET QUALITY, CONTINUED

At March 31, 1995, nonaccrual loans,  including both domestic and foreign loans,
were $22.7 million,  or 0.9% of total loans,  compared with $27.4  million,  or
1.1% of total  loans,  at  year-end  1994 and $110.0  million,  or 4.2% of total
loans,  at March 31,  1994.  The decrease in  nonaccrual  loans during the first
quarter of 1995, was due to paydowns and payoffs of $5.0 million, in addition to
loans  returning to accrual  status of $1.8  million,  and  charge-offs  of $4.7
million.  These  reductions  were  partially  offset  by net  additions  of $6.8
million.  Of the $5.0  million in paydowns  and  payoffs  during the first three
months of 1995,  $4.1 million (82.1%)  related to foreign  nonaccrual  loans and
$0.9 million  (17.9%)  related to domestic  nonaccrual  loans.  During the first
quarter of 1995, domestic nonaccrual loans increased $2.9 million, while foreign
nonaccrual loans decreased by $7.6 million. The domestic nonaccrual increase was
the result of one real estate-commercial/construction loan totaling $4.0 million
placed on nonaccrual  status during the quarter,  while the foreign decrease was
due to the aforementioned payoffs and charge offs.  Renegotiated loans decreased
$173  thousand  during the first  quarter of 1995,  with  paydowns  and  payoffs
totaling $59 thousand,  combined with  transfers  back to accrual status of $114
thousand. Nonaccrual and renegotiated real estate-commercial/construction loans,
both foreign and domestic,  totaled $10.8 million at March 31, 1995, or 46.6% of
the total nonaccrual and renegotiated loans at quarter-end 1995.

Other real estate  owned,  net of reserves,  decreased to $46.1 million at March
31, 1995, from $47.8 million at December 31, 1994 and $51.4 million at March 31,
1994.  The  decrease  during  the first  three  months of 1995 is the  result of
paydowns  and sales of $1.8  million  offset  by  foreign  exchange  translation
adjustments and decreased  selling expense  reserves of $100 thousand.  At March
31, 1995,  residential  and  commercial  land  composed 72% of other real estate
owned with office,  industrial,  retail and other categories  accounting for the
remainder of the portfolio.


OTHER REAL ESTATE OWNED - (1)
GEOGRAPHIC DISTRIBUTION BY TYPE
MARCH 31, 1995
(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                      GEOGRAPHIC LOCATION
                                            DISTRICT OF                                      UNITED
              PROJECT TYPE                   COLUMBIA       VIRGINIA        MARYLAND         KINGDOM          OTHER          TOTAL
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                               <C>        <C>             <C>             <C>             <C>            <C>    

Land                                              $500       $23,721         $8,809              $-              $-         $33,030
Single-Family Residential                        1,032             -            374               -              15           1,421
Office Buildings/Retail                              -           617          4,901           1,543           2,561           9,622
Multifamily Residential                              -             -              -               -               -               -
Warehouse Loans                                    357             -              -           1,058               -           1,415
Shopping Centers                                     -             -              -             653               -             653
Other                                                -             -              -               -               -               -
                                               -------       -------        -------          ------          ------         -------
Total Other Real Estate Owned, Net              $1,889       $24,338        $14,084          $3,254          $2,576         $46,141
</TABLE>

[FN]
(1) - Balances are net of valuation reserves totaling $2.2 million.


Past due loans consist  predominantly  of  residential  real estate and consumer
loans  that are  well-secured  and in the  process  of  collection  and that are
accruing  interest.  Past due loans  decreased  $3.2  million  during  the first
quarter of 1995 to $2.9 million,  while  increasing $735 thousand from March 31,
1994.

At March 31, 1995, the Corporation had identified approximately $15.1 million in
potential  problem  loans  that are  currently  performing  but that  management
believes have certain  attributes that may lead to nonaccrual or past due status
in the  foreseeable  future.  These loans consisted of $10.7 million of domestic
loans,  primarily  commercial  and  financial,  and $4.4  million of  commercial
property and corporate loans originated in the United Kingdom.

                                       20

<PAGE>







ASSET QUALITY, CONTINUED


In addition,  the Corporation had $8.2 million in other potential problem assets
at March 31, 1995. This amount consisted of $10.0 million,  par value, of Orange
County,  California,  variable-rate  one-year bonds due in July and August 1995,
which were purchased  from the  Corporation's  proprietary  RIMCO Monument Money
Market Fund.  These  securities are  classified in the securities  available for
sale  portfolio  at  quarter-end   1995.  Due  to  Orange  County's   bankruptcy
declaration on December 6, 1994,  these bonds are on a nonaccrual basis and have
been  written  down to their  estimated  fair  value.  Interest  on the bonds is
current,   but  due  to  the  uncertainty  of  the  outcome  of  the  bankruptcy
proceedings, there is no assurance that future payments will be received.

The Corporation's  banking  subsidiaries  maintain reserves for loan losses that
are  available to absorb  potential  losses in the current loan  portfolio.  The
reserve  for loan  losses  is  based  on  management's  assessment  of  existing
conditions and reflects  potential losses  determined to be probable and subject
to  reasonable  estimation.  The reserve for loan losses was $94.3  million,  or
3.73% of total loans (net of  premiums/discounts)  at March 31,  1995,  compared
with $97.0  million,  or 3.81% of total loans at December  31,  1994,  and $86.7
million, or 3.28% of total loans, at March 31, 1994. The decrease in the reserve
for loan losses as a percentage  of total loans from March 31, 1994 to March 31,
1995,  was due to the increase in total loans  during the periods,  primarily in
residential  mortgage type loans. The  Corporation's  coverage ratio was 408% at
March 31, 1995,  347% at year-end 1994 and 71.2% at March 31, 1994. The increase
in the coverage  ratio during the periods was  primarily the result of decreases
in total nonperforming assets during the periods.



DEPOSITS

Deposits,  which  are  offered  through  several  banking  subsidiaries  of  the
Corporation,   are  the  primary  and  most  stable  source  of  funds  for  the
Corporation.  Deposits totaled $3.8 billion at March 31, 1995, increasing $221.0
million  (6.1%) from the year-end  1994's deposit total and $38.4 million (1.0%)
from the March 31,  1994  deposit  total.  The  increase  from the year  earlier
balance  was due to  increases  in  domestic  time  deposits  ($287.8  million),
partially  offset by  declines  in savings  and NOW  accounts  and money  market
deposits ($201.6 million). The increase in domestic time deposits was mainly due
a $160.9 million increase in the balance of time deposits with the U.S. Treasury
at  quarter-end.  The  remainder  of the  increase  was due to  several  deposit
initiatives begun in the latter half of 1994, primarily targeting demand deposit
and time deposit products.

DEPOSITS
<TABLE>
<CAPTION>
                                                                 MARCH 31,                            CHANGE
(IN THOUSANDS)                                               1995          1994                 AMOUNT       PERCENT
_____________________________________________________________________________________________________________________
<S>                                                           <C>           <C>                <C>           <C>    
Demand Deposits                                               $836,660      $940,180            $(103,520)  (11.0)%

Interest-Bearing Deposits: 
     Savings and NOW Accounts                                  856,555       943,249              (86,694)   (9.2) 
     Money Market Deposit Accounts                             957,234     1,072,172             (114,938)  (10.7) 
     Time Deposits in Domestic Offices                         886,509       598,755              287,754    48.1 
     Time Deposits in Foreign Offices                          286,866       231,045               55,821    24.2 
                                                             ---------     ---------            ---------   ----- 
Total Interest-Bearing Deposits                              2,987,164     2,845,221              141,943     5.0 
                                                             ---------     ---------            ---------   ----- 

Total Deposits                                              $3,823,824    $3,785,401            $  38,423     1.0%

</TABLE>

                                       21

<PAGE>







SHORT-TERM BORROWINGS AND LONG-TERM DEBT

Short-term  borrowings decreased $151.4 million (51.6%) during the first quarter
of 1995 and $296.3  million  (67.6%) since the end of the first quarter of 1994.
Short-term borrowings are an additional source of funds that the Corporation has
established  to  meet  certain   asset/liability   and  daily  cash   management
objectives.  Rising short-term  borrowing rates, which steadily increased during
1994,  combined with the overall  flattening of the yield curve, has resulted in
reduced  margins  from  this  source  of  funds.  The  decreases  in  short-term
borrowings  during the periods were funded by  increases  in deposits,  and to a
lesser extent, decreases in loans and other asset categories.



SHORT-TERM BORROWINGS AND LONG-TERM DEBT

<TABLE>
<CAPTION>
                                                                       MARCH 31,                          CHANGE
(IN THOUSANDS)                                                     1995          1994              AMOUNT       PERCENT
________________________________________________________________________________________________________________________
<S>                                                              <C>           <C>                <C>           <C>    
Federal Funds Purchased and Repurchase Agreements                $102,346      $287,921           $(185,575)    (64.5)%
U.S. Treasury Notes and Other Borrowed Funds                       39,700       150,441            (110,741)    (73.6) 
                                                                 --------      --------           ----------    ------- 
Total Short-Term Borrowings                                       142,046       438,362            (296,316)    (67.6)
Long-Term Debt                                                    217,625       217,625                -           -
                                                                 --------      --------           ----------    ------- 
Total Short-Term Borrowings and Long-Term Debt                   $359,671      $655,987           $(296,316)    (45.2)%

</TABLE>


LIQUIDITY

The  Corporation  seeks to maintain  sufficient  liquidity  to meet the needs of
depositors,  borrowers  and  creditors,  at a reasonable  cost and without undue
stress on the operations of the  Corporation and its banking  subsidiaries.  The
Corporation's  Asset-Liability Committee actively analyzes and manages liquidity
in coordination  with other areas of the  organization  (see "Interest Rate Risk
Management").  At  March  31,  1995,  the  Corporation's  liquid  assets,  on  a
consolidated  basis,  which  include  cash and due  from  banks,  U.S.  Treasury
securities and Government  obligations,  federal funds sold,  reverse repurchase
agreements  and time  deposits at other banks,  totaled  $1.7 billion  (38.4% of
total assets). This compares with $1.6 billion (36.5%) at December 31, 1994, and
$1.8 billion  (38.6%) at March 31, 1994. The increase in total liquid assets and
the  percentage of liquid  assets to total assets from March 31, 1994,  were the
result of cash inflows from the Corporation's  deposit initiatives combined with
maturities of securities  and loans.  The  Corporation  expects liquid assets to
remain at approximately the March 31, 1995 level for the foreseeable future.

The liquidity  position of the  Corporation  is enhanced by the stable source of
funds  maintained  through the  Corporation's  core  deposit  relationships,  in
addition to its ability to attract new deposits and other sources of funds, such
as short-term borrowings and assets available for securitization.

                                       22

<PAGE>







INTEREST RATE RISK MANAGEMENT

The  Corporation's  asset/liability  management  function is  controlled  by the
Asset/Liability  Committee  ("ALCO"),  which is comprised of representatives who
lead the major divisions within the  Corporation.  The objective of the group is
to prudently  manage the assets and  liabilities  of the  Corporation to provide
both an optimum and stable net interest margin while maintaining adequate levels
of liquidity and capital.  This approach  entails the management of overall risk
of the  organization,  in  conjunction  with the  acquisition  and deployment of
funds.

ALCO monitors and modifies  exposure to changes in interest rates based upon its
view of current and prospective market and economic conditions.  The traditional
measurement of an organization's exposure to interest-rate fluctuations, such as
interest sensitivity,  entails a "static gap" measurement  portraying a snapshot
of the balance sheet at one point in time.  However,  this  methodology does not
adequately measure the Corporation's exposure to interest-rate risk. The balance
sheet must be viewed within a dynamic framework in which  relationships may vary
over time in virtually every segment of the statement of condition.

The Corporation manages interest-rate risk through the use of a simulation model
allowing  for  various  interest-rate  scenarios  to  be  portrayed.  The  model
forecasts  the impact on earnings of these rate  scenarios  over a 36-month time
horizon assuming  selected changes in the mix of assets and liabilities,  spread
relationships,  and management  actions.  A "most likely" scenario is forecasted
based upon a consensus  view of the  marketplace.  Alternatives,  which  reflect
interest  rates moving  significantly  higher or lower than this view,  are also
evaluated,  with the results compared against risk tolerance limits  established
by corporate policy.  The Corporation's  current policy  establishes  limits for
possible  fluctuations  in net interest  income for an ensuing  12-month  period
under the "most  likely"  scenario  described  above.  At March  31,  1995,  the
Corporation maintained a relatively balanced  interest-rate risk position.  This
position would serve to insulate the Corporation  against  interest rates moving
significantly in either direction.

In managing the Corporation's  interest-rate  risk, ALCO also utilizes financial
derivatives  in the normal  course of business.  These  products  might  include
interest-rate swaps, caps, collars,  floors, futures, and options, among others.
Financial  derivatives are employed to assist in the management and/or reduction
of interest-rate risk for the Corporation and can effectively alter the interest
sensitivity  of segments of the statement of condition for specified  periods of
time. All of these vehicles are  considered  "off-balance  sheet" as they do not
impact the actual levels of assets or liabilities of the Corporation.

Management  finds  that  all of the  methodologies  discussed  above  provide  a
meaningful representation of the Corporation's interest-rate sensitivity, though
factors other than changes in the interest-rate  environment,  such as levels of
nonearning  assets, and changes in the composition of earning assets, may impact
net interest income.  Management  believes its current rate sensitivity level is
appropriate, considering the Corporation's economic outlook and the conservative
approach taken in the review and monitoring of the  Corporation's  interest-rate
risk position.


                                       23

<PAGE>


STOCKHOLDERS' EQUITY AND REGULATORY CAPITAL

Total  stockholders'  equity  at March 31,  1995 was  $287.1  million,  up $19.4
million from the year-end  1994 total and down $1.6 million from March 31, 1994.
The increase from year-end 1994 was the result of earnings totaling $8.8 million
combined with a reduction in unrealized losses in the  Corporation's  securities
available for sale portfolio of $13.2 million,  partially offset by dividends on
preferred stock of $2.7 million.  The decrease in stockholders'  equity over the
preceding year is attributable to a $7.3 million  increase in unrealized  losses
in the Corporation's  securities available for sale portfolio,  which was offset
by an increase from earnings during the period.

The Corporation's  total (combined Tier I and Tier II) and core (Tier I) capital
ratios were 18.72% and 11.63%,  respectively,  at March 31, 1995,  compared with
18.50% and 11.48% at December  31, 1994 and 17.53% and 10.84% at March 31, 1994,
respectively.  The Federal Reserve Board's risk-based capital guidelines require
bank holding  companies to meet a minimum  ratio of qualifying  total  (combined
Tier I and Tier II) capital to  risk-weighted  assets of 8.00%, at least half of
which must be composed of core (Tier I) capital  elements.  The Federal  Reserve
Board has  established an additional  capital  adequacy  guideline-the  leverage
ratio,  which measures the ratio of Tier I capital to quarterly  average assets.
The most highly rated bank holding  companies are required to maintain a minimum
leverage ratio of 3.00%.  Those that are not in the most highly rated  category,
including the  Corporation,  are expected to maintain minimum ratios of at least
4.00%, or higher, if determined appropriate by the Federal Reserve Board through
its  assessment  of  the  Corporation's  asset  quality,  earnings  performance,
interest-rate risk and liquidity.  The Federal Reserve Board has not advised the
Corporation of a specific  leverage ratio  requirement  above the 4.00% minimum.
The  Corporation's  leverage  ratio was 6.48% at March 31, 1995,  compared  with
leverage  ratios of 6.42% and 6.15% at  December  31,  1994 and March 31,  1994,
respectively.  Regulatory  capital ratios do not include the impact of 
unrealized losses on the securities  available  for  sale  portfolio totaling 
$15.0 million at March 31, 1995.  The Corporation's equity to assets ratio,
which  does  include  these  unrealized losses, remains solid, with a ratio of 
6.33% at March 31, 1995 compared to 6.05% and 6.04% at December 31, 1994, 
and March 31, 1994, respectively.

The  Corporation  ensures that its operating  subsidiaries  are  capitalized  in
accordance with regulatory  guidelines.  The three national bank subsidiaries of
the Corporation  are subject to minimum capital ratios  prescribed by the Office
of the Comptroller of the Currency, which are generally the same as those of the
Federal  Reserve  Board.  The  following  table  details the actual and required
minimum ratios for the Corporation and its insured bank subsidiaries:


CAPITAL RATIOS                                                                 
<TABLE>
<CAPTION>                                                                                                            
                                                                                                          REQUIRED
                                                    MAR. 31, 1995       DEC. 31, 1994     MAR. 31, 1994   MINIMUMS
___________________________________________________________________________________________________________________
<S>                                                        <C>             <C>             <C>             <C>     
RIGGS NATIONAL CORPORATION:
     Tier I                                                11.63%          11.48%          10.84%          4.00%
     Combined Tier I and Tier II                           18.72           18.50           17.53           8.00
     Leverage*                                              6.48            6.42            6.15           4.00

THE RIGGS NATIONAL BANK OF WASHINGTON, D.C.:
     Tier I                                                13.84           13.35           11.17           4.00
     Combined Tier I and Tier II                           15.12           14.64           12.45           8.00
     Leverage*                                              7.67            7.39            6.34           4.00

THE RIGGS NATIONAL BANK OF VIRGINIA:
     Tier I                                                17.87           18.18           17.01           4.00
     Combined Tier I and Tier II                           19.00           19.43           18.26           8.00
     Leverage*                                              9.10            9.74            9.25           4.00

THE RIGGS NATIONAL BANK OF MARYLAND:
     Tier I                                                12.88           13.21           12.16           4.00
     Combined Tier I and Tier II                           14.13           14.46           13.41           8.00
     Leverage*                                              6.93            7.33            6.62           4.00

</TABLE>

[FN]
*   Most bank holding  companies and national  banks,  including the Corporation
    and the Corporation's  national bank subsidiaries,  are expected to maintain
    at  least  a  4.00%  minimum  leverage  ratio,  or  higher,   if  determined
    appropriate by the Federal Reserve Board.  The Federal Reserve Board has not
    indicated a requirement higher than 4.00% at March 31, 1995.



                                       24

<PAGE>







NET INTEREST INCOME

Net  interest  income on a  tax-equivalent  basis (net  interest  income plus an
amount equal to the tax savings on tax-exempt interest) totaled $38.9 million in
the first quarter of 1995,  down $514 thousand from the fourth  quarter of 1994,
and up $863  thousand from the first  quarter of 1994.  The net interest  margin
(net  interest  income on a  tax-equivalent  basis  divided by  average  earning
assets) for the first  quarter of 1995 was 3.91% (see  schedule of the following
page),  a decrease of one basis point from 3.92% for the fourth  quarter of 1994
and an increase of 21 basis points from 3.70% for the first quarter of 1994. The
interest  rate  increases of 1994 abated  during the first three months of 1995.
With the rising  rates in 1994,  the  Corporation's  assets  generally  repriced
faster than  liabilities.  During the first quarter of 1995, the asset repricing
has leveled,  as the interest rate  increases  have abated,  which resulted in a
leveling of the Corporation's net interest margin.  The Corporation  anticipates
the net interest  margin will remain level, or decrease  slightly,  as repricing
liabilities  and  certain  deposit  initiatives  unfold in future  periods.  The
loan-to-deposit  ratio stood at 66.2% at March 31, 1995,  down slightly from the
year-end  1994  ratio  of  70.8%,  the  result  of  the  aforementioned  deposit
increases.  The ratio of loans to average earning assets was 62.6% for the first
quarter of 1995,  compared with ratios of 64.5% and 62.4% for the fourth quarter
of 1994 and the first quarter of 1994, respectively.

Interest  income  earned on  nonaccrual  and  restructured  loans  totaled  $117
thousand  and $1.1  million for the three  months ended March 31, 1995 and 1994,
respectively.  Interest  income that would have been earned  under the  original
terms of these loans was $869  thousand and $3.2  million,  respectively,  which
reduced the net interest  margin by  approximately 7 basis points in 1995 and 21
basis points in 1994.


INTEREST INCOME ON NONACCRUAL AND RENEGOTIATED LOANS  (1)
(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                           THREE MONTHS ENDED
                                                                                             MARCH 31, 1995
______________________________________________________________________________________________________________
<S>                                                                                                     <C>
Interest Income at Original Terms:
  Nonaccrual Loans:
   Domestic Loans                                                                                        $440
   Foreign Loans                                                                                          404
  Renegotiated Loans                                                                                       25
                                                                                                         ----
Total                                                                                                    $869

Actual Interest Income Recognized:
  Nonaccrual Loans:
   Domestic Loans                                                                                         $32
   Foreign Loans                                                                                           85
  Renegotiated Loans                                                                                        -
                                                                                                         ----
Total                                                                                                    $117

</TABLE>

[FN]

(1)- For loans on nonaccrual  and a  renegotiated  status at March 31, 1995, the
     table  shows total  interest  income at  original  terms and actual  income
     recognized for the three months ended March 31, 1995.



                                       25

<PAGE>

RIGGS NATIONAL CORPORATION
AVERAGE CONSOLIDATED STATEMENTS OF CONDITION AND RATES
<TABLE>
<CAPTION>
                                                                   THREE MONTHS ENDED                  THREE MONTHS ENDED
                                                                     MARCH 31, 1995                      MARCH 31, 1994
(TAX-EQUIVALENT BASIS) (1)                                 AVERAGE     INCOME/                   AVERAGE     INCOME/
(IN THOUSANDS)                                             BALANCE     EXPENSE     RATE          BALANCE     EXPENSE   RATE
_______________________________________________________________________________________________________________________________
<S>                                                       <C>          <C>        <C>           <C>         <C>        <C>
ASSETS

  Loans: (2)
   Commercial - Taxable                                   $389,119     $7,710      8.04 %       $358,892    $5,850      6.61 %
   Commercial - Tax-Exempt                                  36,398        918     10.23           76,017     1,474      7.86
   Real Estate - Commercial/Construction                   316,274      7,516      9.64          385,028     7,801      8.22
   Residential Mortgage                                  1,326,838     23,544      7.20        1,254,138    22,116      7.15
   Home Equity                                             224,722      4,901      8.84          228,842     3,891      6.90
   Consumer                                                 73,915      2,168     11.90           77,737     2,257     11.77
   Foreign                                                 161,958      3,488      8.73          217,873     4,582      8.53
                                                         ---------     ------     -----        ---------    ------     -----
  Total Loans (Including Fees)                           2,529,224     50,245      8.06        2,598,527    47,971      7.49
                                                         ---------     ------     -----        ---------    ------     -----

  Securities Available for Sale (3)                        598,156      9,315      6.32          638,849     6,461      4.10
  Securities Held-to-Maturity                              448,205      6,439      5.83          598,297     6,731      4.56
  Time Deposits with Other Banks                           216,031      3,483      6.54          184,599     2,630      5.78
  Federal Funds Sold and Resale Agreements                 246,224      3,604      5.94          147,188     1,196      3.30
                                                         ---------     ------      ----        ---------    ------      ----
    Total Earning Assets and Average Rate Earned         4,037,840     73,086      7.34        4,167,460    64,989      6.32
                                                         ---------     ------      ----        ---------    ------      ----

  Less: Reserve for Loan Losses                             97,658                                86,944
  Cash and Due from Banks                                  202,617                               240,987
  Premises and Equipment, Net                              150,953                               160,295
  Other Assets                                             183,222                               186,007
                                                        ----------                            ----------

  Total Assets                                          $4,476,974                            $4,667,805

LIABILITIES AND STOCKHOLDERS' EQUITY

  Interest-Bearing Deposits:
   Savings and NOW Accounts                               $848,026     $4,904      2.35 %       $939,044    $4,758      2.05 %
   Money Market Deposit Accounts                           972,617      7,921      3.30        1,061,281     6,290      2.40
   Time Deposits in Domestic Offices                       806,490      9,255      4.65          843,596     6,019      2.89
   Time Deposits in Foreign Offices                        286,311      4,408      6.24          218,690     2,809      5.21
                                                         ---------     ------     -----        ---------    ------     -----
  Total Interest-Bearing Deposits                        2,913,444     26,488      3.69        3,062,611    19,876      2.63
                                                         ---------     ------     -----        ---------    ------     -----
  Borrowed Funds:
   Federal Funds Purchased and
        Repurchase Agreements                              149,401      2,216      6.02           80,439       594      2.99
   U.S. Treasury Notes and Other Borrowed Funds             48,515        662      5.53           86,459       628      2.95
   Long-Term Debt                                          217,625      4,807      8.96          279,128     5,841      8.49
                                                         ---------     ------     -----        ---------    ------     -----
    Total Interest-Bearing Funds and Average Rate Paid   3,328,985     34,173      4.16        3,508,637    26,939      3.11
                                                         ---------     ------     -----        ---------    ------     -----
       
  Demand Deposits                                          828,149                               817,792
  Other Liabilities                                         45,354                                47,233
  Stockholders' Equity                                     274,486                               294,143
                                                        ----------                            ----------

  Total Liabilities and Stockholders' Equity            $4,476,974                            $4,667,805
  
  NET INTEREST INCOME AND SPREAD                                      $38,913      3.18 %                  $38,050      3.21 %
                                                                                  -----                                -----  

  NET INTEREST MARGIN ON EARNING ASSETS                                            3.91 %                               3.70 %
                                                                                                                    
</TABLE>
[FN]
(1) - Income and rates are computed on a tax-equivalent basis using a Federal
        income tax rate of 35% and local tax rates as applicable.  
(2) - Nonperforming loans are included in average balances used to determine 
        rates. 
(3) - Securities available for sale are presented net of valuation allowances;
        if presented gross of valuation allowances, the Corporation's adjusted 
        net interest spread and margin would total 3.14% and 3.89%, 
        respectively, at March 31, 1995, with no effect to the prior year 
        period.



                                       26

<PAGE>






NONINTEREST INCOME

Noninterest  income for the first  quarter of 1995 was $18.0  million,  compared
with $17.4  million  for the fourth  quarter of 1994 and $26.8  million  for the
first quarter of 1994. The $8.8 million  decrease when  comparing  quarters on a
year-to-year  basis was  attributable  primarily to the  recognition  of gain on
settlement of mortgage insurance claims of $4.7 million in 1994 and decreases of
$1.7 million of international noncredit commissions and fees and $0.8 million of
trust income. The reduction in international commissions and fees was the result
of the sale of three foreign  subsidiaries  in the third  quarter of 1994.  Also
contributing to the decrease from March 31, 1994 was a $1.3 million  decrease in
net securities gains. The $600 thousand increase in noninterest  income from the
fourth  quarter of 1994 to the first  quarter of 1995 was due to a $1.2  million
securities  loss in the  fourth  quarter  of 1994,  partially  offset  by a $382
thousand  decrease  in  trust  income  and a $246  thousand  decrease  in  other
noninterest income.


NONINTEREST INCOME
<TABLE>
<CAPTION>
                                                             THREE MONTHS ENDED
                                                                  MARCH 31,                           CHANGE
(IN THOUSANDS)                                                  1995          1994               AMOUNT      PERCENT
_____________________________________________________________________________________________________________________
<S>                                                             <C>           <C>                  <C>       <C>    
Service Charges                                                $8,543        $8,830                $(287)    ( 3.3)%
Trust Income                                                    6,642         7,457                 (815)    (10.9) 
International Noncredit Commissions and Fees                      220         1,937               (1,717)    (88.6) 
Gain on Settlement of Mortgage Insurance Claims                     -         4,739               (4,739)       -
Foreign Exchange Income                                           610           546                   64      11.7 
Other Noninterest Income                                        1,937         1,906                   31       1.6 
                                                               ------        ------              -------     ------ 

Noninterest Income Excluding Securities Gains, Net             17,952        25,415               (7,463)    (29.4) 
Securities Gains, Net                                              46         1,356               (1,310)    (96.6) 
                                                               ------        ------               -------    ------  

Total Noninterest Income                                      $17,998       $26,771              $(8,773)    (32.8)%

</TABLE>

                                       27

<PAGE>







NONINTEREST EXPENSE

Noninterest  expense for the first quarter of 1995 was $47.2 million, a decrease
of $951 thousand when compared with the fourth quarter of 1994 and a decrease of
$6.4 million when  compared  with the first  quarter of 1994.  The decrease from
December  31, 1994 was  primarily  due to an increase in other real estate owned
income of $1.3  million and a decrease  in  occupancy  expense of $362  thousand
offset by an increase in  full-time  salaries and bonuses of $1.3  million.  The
decrease  from the  first  quarter  of 1994  was  primarily  attributable  to an
increase in other real estate  owned  income of $2.4  million and  decreases  in
staff,  occupancy,  and consulting expenses of $757 thousand,  $743 thousand and
$620  thousand,  respectively.  Furniture and equipment  expense  decreased $608
thousand and FDIC Insurance expense decreased $443 thousand from March 31, 1994.
The sale of three foreign  subsidiaries  in the third quarter of 1994  accounted
for  reductions in salaries,  occupancy,  and  furniture and equipment  expenses
totaling  approximately  $2.0 million when  comparing  1995 results to the prior
year.


NONINTEREST EXPENSE
<TABLE>
<CAPTION>
                                                                THREE MONTHS ENDED
                                                                     MARCH 31,                         CHANGE
(IN THOUSANDS)                                                  1995          1994                AMOUNT    PERCENT
_____________________________________________________________________________________________________________________
<S>                                                           <C>           <C>                    <C>       <C>    
Salaries and Wages                                            $16,157       $16,645                $(488)    ( 2.9)%
Pensions and Other Employee Benefits                            4,628         4,897                 (269)    ( 5.5) 
                                                              -------       -------                ------    -------  

Total Staff Expense                                            20,785        21,542                 (757)    ( 3.5) 
                                                              -------       -------                ------    -------  

Occupancy, Net                                                  5,272         6,015                 (743)    (12.4) 
Data Processing Services                                        4,358         4,423                  (65)    ( 1.5) 
Furniture and Equipment                                         2,006         2,614                 (608)    (23.3) 
FDIC Insurance                                                  1,989         2,432                 (443)    (18.2) 
Advertising and Public Relations                                1,254         1,391                 (137)    ( 9.8) 
Other Real Estate Owned Expense (Income), Net                  (1,084)        1,286               (2,370)       -
Other Noninterest Expense                                      12,571        13,884               (1,313)    ( 9.5) 
                                                              -------       -------              -------     ------  

Total Noninterest Expense                                     $47,151       $53,587              $(6,436)    (12.0)%

</TABLE>

TAXES

The  Corporation's  provision for income taxes includes both federal,  state and
foreign income taxes.  Income tax expense  totaling $104 thousand was recognized
for the quarter  ended March 31, 1995,  compared with income tax benefit of $141
thousand for the quarter ended December 31, 1994, and income tax expense of $130
thousand for the quarter  ended March 31, 1994.  The 1995 tax provision was less
than the statutory rate because of the Corporation's ability to carryforward net
operating losses.

                                       28

<PAGE>



RIGGS NATIONAL CORPORATION
EXHIBITS AND SIGNATURES





ITEM 6.        EXHIBITS AND REPORTS ON FORM 8-K


        (A)    EXHIBITS
               --------

               10.13 - 1995 Incentive Plan.


        (B)    REPORTS ON FORM 8-K
               -------------------

               None







                                   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 thereunto duly authorized.




             Date:       May 15, 1995            /s/ Joe L. Allbritton
                         ------------           -------------------------       
                                                    Joe L. Allbritton
                                                Chairman of the Board and   
                                                 Chief Executive Officer




             Date:       May 15, 1995            /s/ John L. Davis
                         ------------           --------------------------
                                                     John L. Davis
                                                 Chief Financial Officer
                                                (Principal Financial and
                                                   Accounting Officer)








                                       29

<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FORM 10-Q DATED MARCH 31, 1995 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                         198,636
<INT-BEARING-DEPOSITS>                         255,037
<FED-FUNDS-SOLD>                               192,000
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                    601,246
<INVESTMENTS-CARRYING>                         518,808
<INVESTMENTS-MARKET>                           514,838
<LOANS>                                      2,531,486
<ALLOWANCE>                                     94,299
<TOTAL-ASSETS>                               4,538,524
<DEPOSITS>                                   3,823,824
<SHORT-TERM>                                   142,046
<LIABILITIES-OTHER>                             67,942
<LONG-TERM>                                    217,625
<COMMON>                                        77,863
                                0
                                      4,000
<OTHER-SE>                                     205,224
<TOTAL-LIABILITIES-AND-EQUITY>               4,538,524
<INTEREST-LOAN>                                 49,678
<INTEREST-INVEST>                               15,460
<INTEREST-OTHER>                                 7,087
<INTEREST-TOTAL>                                72,225
<INTEREST-DEPOSIT>                              26,488
<INTEREST-EXPENSE>                              34,173
<INTEREST-INCOME-NET>                           38,052
<LOAN-LOSSES>                                        0
<SECURITIES-GAINS>                                  46
<EXPENSE-OTHER>                                 47,151
<INCOME-PRETAX>                                  8,899
<INCOME-PRE-EXTRAORDINARY>                       8,899
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     8,795
<EPS-PRIMARY>                                      .20
<EPS-DILUTED>                                      .20
<YIELD-ACTUAL>                                    3.91
<LOANS-NON>                                     22,705
<LOANS-PAST>                                     2,919
<LOANS-TROUBLED>                                   382
<LOANS-PROBLEM>                                 15,056
<ALLOWANCE-OPEN>                                97,039
<CHARGE-OFFS>                                    5,442
<RECOVERIES>                                     2,056
<ALLOWANCE-CLOSE>                               94,299
<ALLOWANCE-DOMESTIC>                            86,864
<ALLOWANCE-FOREIGN>                              7,435
<ALLOWANCE-UNALLOCATED>                              0
        

</TABLE>

										                                            Exhibit 10.13





                          1995 INCENTIVE PLAN


	In March 1995, the Joint Compensation Committee (the "Joint Committee") of the 
Boards of Directors of Riggs National Corporation and The Riggs National Bank
of Washington, D.C. ("Riggs-Washington") recommended, and the Board of Directors
approved, an incentive component (the "1995 Incentive"), developed in
conjunction with the implementation of a market based compensation system
for Riggs-Washington.  The 1995 Incentive will be based on the Corporation's
achievement of targeted levels of return on average assets for 1995 and the 
executive's individual performance.


	All executive officers except Messrs. Allbritton, Bollerer and Coughlin will
be eligible to receive cash bonus payments of up to 36% of the
market value of their respective positions, depending on the Corporation's
achievement of targeted levels of return on average assets and 
their achievement of individual performance appraisal scores.  As part of
the 1995 Incentive, selected executive officers excluding Messrs. Allbritton,
Bollerer and Coughlin also are eligible to receive stock options (to be
granted under the Corporation's 1993 or 1994 Stock Option Plan, 
each approved by shareholders) in amounts equal to 40% of the market value
of their respective positions.


	Messrs. Allbritton, Bollerer and Coughlin also are eligible to receive
incentives on the same basis as the other executive officers, except
that the maximum amount which may be awarded to such officers is 150%, 100%
and 50% of their 1995 base salary, respectively.  There is no stock option
component part of the incentive plan applicable to Messrs. Allbritton,
Bollerer and Coughlin.


	If targeted profitability levels are met, bonus payments under the 1995
Incentive would be made in 1996; eligible officers must be employed by
the Corporation or Riggs-Washington on the date the bonus payment is made in
1996 to receive the 1995 bonus.



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