RIGGS NATIONAL CORP
10-Q, 1998-05-08
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, 1998


  [  ]          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)

                                  (301) 887-6000
              ----------------------------------------------------
              (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 such shorter period 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 latest practicable date.

COMMON STOCK, $2.50 PAR VALUE                            30,583,413 SHARES
- -----------------------------                     ----------------------------
      (Title of Class)                            (Outstanding at May 7, 1998)



<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, 1998 and 1997                      3

             Consolidated Statements of Condition
             March 31, 1998 and 1997, and December 31, 1997                  4

             Consolidated Statements of Changes in Stockholders' Equity
             Three months ended March 31, 1998 and 1997                      5

             Consolidated Statements of Cash Flows
             Three months ended March 31, 1998 and 1997                      6

             Notes to the Consolidated Financial Statements                7-8


Item 2.    Management's Discussion and Analysis of Financial
           Condition and Results of Operations                            9-13


Item 3.    Quantitative and Qualitative Disclosures About Market Risk    14-15


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                                   16


Signatures                                                                  16




                                      -2-



<PAGE>


                          PART I FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS-UNAUDITED

RIGGS NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
(UNAUDITED)                                                                                                 THREE MONTHS ENDED
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)                                                                         MARCH 31,
                                                                                                     -----------------------------
                                                                                                            1998          1997    
==================================================================================================================================
<S>                                                                                                       <C>            <C> 

INTEREST INCOME
  Interest and Fees on Loans                                                                              $55,260        $50,204 
  Interest on Securities Available for Sale                                                                20,885         18,060 
  Interest on Money Market Assets:
      Time Deposits with Other Banks                                                                        5,968          2,018 
      Federal Funds Sold and Reverse Repurchase Agreements                                                  4,819          6,787 
- ----------------------------------------------------------------------------------------------------------------------------------
  Total Interest on Money Market Assets                                                                    10,787          8,805 
- ----------------------------------------------------------------------------------------------------------------------------------

  Total Interest Income                                                                                    86,932         77,069 

INTEREST EXPENSE
  Interest on Deposits:
      Savings and NOW Accounts                                                                              1,374          1,719 
      Money Market Deposit Accounts                                                                        11,911         12,258 
      Time Deposits in Domestic Offices                                                                     8,998          8,877 
      Time Deposits in Foreign Offices                                                                      7,503          5,525 
- ----------------------------------------------------------------------------------------------------------------------------------
  Total Interest on Deposits                                                                               29,786         28,379 
- ----------------------------------------------------------------------------------------------------------------------------------
  Interest on Short-Term Borrowings and Long-Term Debt:
      Federal Funds Purchased and Repurchase Agreements                                                     4,876          2,695 
      U.S. Treasury Demand Notes and Other Short-Term Borrowings                                              217            210 
      Long-Term Debt                                                                                        4,368          4,368 
- ----------------------------------------------------------------------------------------------------------------------------------
  Total Interest on Short-Term Borrowings and Long-Term Debt                                                9,461          7,273 
- ----------------------------------------------------------------------------------------------------------------------------------

  Total Interest Expense                                                                                   39,247         35,652 
- ----------------------------------------------------------------------------------------------------------------------------------

  Net Interest Income                                                                                      47,685         41,417 
  Less:  Provision for Loan Losses                                                                              -              - 
- ----------------------------------------------------------------------------------------------------------------------------------
  Net Interest Income after Provision for Loan Losses                                                      47,685         41,417 

NONINTEREST INCOME
  Trust Income                                                                                             11,120          8,646 
  Service Charges and Fees                                                                                  9,094          8,688 
  Other Noninterest Income                                                                                  2,599          2,305 
  Securities Gains, Net                                                                                     5,324              2 
- ----------------------------------------------------------------------------------------------------------------------------------
  Total Noninterest Income                                                                                 28,137         19,641 

NONINTEREST EXPENSE
  Salaries and Employee Benefits                                                                           20,639         18,777 
  Data Processing Services                                                                                  5,266          4,628 
  Occupancy, Net                                                                                            4,517          4,416 
  Furniture and Equipment                                                                                   2,562          2,161 
  Other Real Estate Owned (Income) Expense, Net                                                               (51)          (147)
  Other Noninterest Expense                                                                                14,475         13,977 
- ----------------------------------------------------------------------------------------------------------------------------------
  Total Noninterest Expense                                                                                47,408         43,812 
- ----------------------------------------------------------------------------------------------------------------------------------

  Income before Taxes and Minority Interest                                                                28,414         17,246 
  Applicable Income Tax Expense                                                                             7,792          4,069 
  Minority Interest in Income of Subsidiaries, Net of Taxes                                                 4,987          2,711 
==================================================================================================================================
  NET INCOME                                                                                               15,635         10,466 

  Dividends on Preferred Stock                                                                             (2,688)        (2,688)
==================================================================================================================================
  Net Income Available for Common Stock                                                                   $12,947        $ 7,778 

EARNINGS PER COMMON SHARE- Basic                                                                          $   .42        $   .26 
                           Diluted                                                                            .41            .25 

DIVIDENDS DECLARED AND PAID PER COMMON SHARE                                                              $   .05        $   .05 
</TABLE>


                                      -3-

<PAGE>



RIGGS NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CONDITION
<TABLE>
<CAPTION>
(UNAUDITED)                                                                      MARCH 31,        MARCH 31,       DECEMBER 31,
(IN THOUSANDS, EXCEPT SHARE AMOUNTS)                                               1998             1997              1997
===================================================================================================================================
<S>                                                                               <C>               <C>              <C>
ASSETS
  Cash and Due from Banks                                                         $  146,698        $  154,128       $  186,091 
  Money Market Assets:
      Time Deposits with Other Banks                                                 545,448           168,277          241,813 
      Federal Funds Sold and Reverse Repurchase Agreements                           360,000           545,000          549,000 
- ---------------------------------------------------------------------------------------------------------------------------------
  Total Money Market Assets                                                          905,448           713,277          790,813 

  Securities Available for Sale (at Market Value)                                  1,420,342         1,551,597        1,672,550 

  Loans                                                                            2,869,245         2,586,905        2,884,373 
  Reserve for Loan Losses                                                            (52,180)          (63,595)         (52,381)
- ---------------------------------------------------------------------------------------------------------------------------------
  Net Loans                                                                        2,817,065         2,523,310        2,831,992 

  Premises and Equipment, Net                                                        166,364           165,917          165,377 
  Accrued Interest Receivable                                                         31,109            26,694           38,209 
  Other Real Estate Owned, Net                                                         4,062            27,320            5,076 
  Other Assets                                                                       145,541           146,403          156,318 
=================================================================================================================================
  Total                                                                           $5,636,629        $5,308,646       $5,846,426 

LIABILITIES
  Deposits:
  Noninterest-Bearing Demand Deposits                                             $  861,648        $  852,618       $  982,865 
  Interest-Bearing Deposits:                                                                                   
      Savings and NOW Accounts                                                       371,084           450,461          436,337 
      Money Market Deposit Accounts                                                1,382,863         1,484,866        1,492,842 
      Time Deposits in Domestic Offices                                              850,858           813,539          867,772 
      Time Deposits in Foreign Offices                                               522,697           435,103          518,102 
- ---------------------------------------------------------------------------------------------------------------------------------
  Total Interest-Bearing Deposits                                                  3,127,502         3,183,969        3,315,053 
- ---------------------------------------------------------------------------------------------------------------------------------
  Total Deposits                                                                   3,989,150         4,036,587        4,297,918 

  Short-Term Borrowings:
      Federal Funds Purchased and Repurchase Agreements                              433,160           237,129          327,579 
      U.S. Treasury Demand Notes and Other Short-Term Borrowings                      20,830            21,024           24,929 
- ---------------------------------------------------------------------------------------------------------------------------------
  Total Short-Term Borrowings                                                        453,990           258,153          352,508 

  Other Liabilities                                                                  177,450            50,121          191,293 
  Long-Term Debt                                                                     191,525           191,525          191,525 
- ---------------------------------------------------------------------------------------------------------------------------------
  Total Liabilities                                                                4,812,115         4,536,386        5,033,244 

GUARANTEED PREFERRED BENEFICIAL INTERESTS IN JUNIOR
  SUBORDINATED DEFERRABLE INTEREST DEBENTURES                                        350,000           350,000          350,000 
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                             
STOCKHOLDERS' EQUITY
  Preferred Stock-$1.00 Par Value
      Shares Authorized - 25,000,000 at March 31, 1998 and 1997, and
          December 31, 1997;  Liquidation Preference - $25 per share
      Shares Issued - Noncumulative Perpetual Series B - 4,000,000 shares
          at March 31, 1998 and 1997, and December 31, 1997                            4,000             4,000            4,000 
  Common Stock-$2.50 Par Value                                                               
      Shares Authorized - 50,000,000 at March 31, 1998 and 1997, and
          December 31, 1997
      Shares Issued - 31,481,086 at March 31, 1998, 31,275,294 at
          March 31, 1997 and 31,461,786 at December 31, 1997                          78,703            78,188           78,654 
  Surplus - Preferred Stock                                                           91,192            91,192           91,192 
  Surplus - Common Stock                                                             159,315           157,072          159,160 
  Undivided Profits                                                                  164,151           124,942          152,732 
  Accumulated Other Comprehensive Income (Loss)                                          876            (9,411)           1,167 
  Treasury Stock - 900,798 shares at March 31, 1998 and 1997, and
         December 31, 1997                                                           (23,723)          (23,723)         (23,723)
- ---------------------------------------------------------------------------------------------------------------------------------
  Total Stockholders' Equity                                                         474,514           422,260          463,182 
=================================================================================================================================
  Total                                                                           $5,636,629        $5,308,646       $5,846,426 
</TABLE>

                                      -4-

<PAGE>



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

                                      PREFERRED     COMMON                             ACCUMULATED
                                        STOCK       STOCK                                 OTHER                         TOTAL
                                        $1.00       $2.50                 UNDIVIDED   COMPREHENSIVE     TREASURY    STOCKHOLDERS'
                                         PAR         PAR       SURPLUS     PROFITS    INCOME (LOSS)      STOCK          EQUITY
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                      <C>        <C>         <C>        <C>             <C>           <C>              <C>



Balance, December 31, 1996               $  4,000   $ 78,183    $248,252   $118,682        $     382     $(23,723)        $425,776 

Comprehensive Income:
   Net Income                                                                10,466                                       $ 10,466 
   Other Comprehensive Income
     (Loss), Net of Tax: (1)
    Unrealized Loss on Securities
      Available for Sale, Net of
      Reclassification Adjustments                                                            (8,006)                       (8,006)
    Foreign Exchange
      Translation Adjustments                                                                 (1,787)                       (1,787)
                                                                                                                   -----------------
   Total Other Comprehensive
     Income (Loss)                                                                                                          (9,793)
                                                                                                                   =================
Total Comprehensive Income                                                                                                $    673 

Issuance of Common Stock for
  Stock Option Plans, 1,950 Shares                         5          12                                                        17 

Cash Dividends -
  Series B Preferred Stock,
   $.671875 per Share                                                        (2,688)                                        (2,688)
  Common Stock, $.05 per Share                                               (1,518)                                        (1,518)
====================================================================================================================================

Balance, March 31, 1997                  $  4,000   $ 78,188    $248,264   $124,942        $  (9,411)    $(23,723)        $422,260 



Balance, December 31, 1997               $  4,000   $ 78,654    $250,352   $152,732        $   1,167     $(23,723)        $463,182 

Comprehensive Income:
   Net Income                                                                15,635                                       $ 15,635 
   Other Comprehensive Income
     (Loss), Net of Tax: (1)
    Unrealized Loss on Securities
      Available for Sale, Net of
      Reclassification Adjustments                                                              (634)                         (634)
    Foreign Exchange
      Translation Adjustments                                                                    343                           343 
                                                                                                                   -----------------
   Total Other Comprehensive
     Income (Loss)                                                                                                            (291)
                                                                                                                   =================
Total Comprehensive Income                                                                                                $ 15,344 

Issuance of Common Stock for
  Stock Option Plans, 19,300 Shares                       49         155                                                       204 

Cash Dividends -
  Series B Preferred Stock,
   $.671875 per Share                                                        (2,688)                                        (2,688)
  Common Stock, $.05 per Share                                               (1,528)                                        (1,528)
====================================================================================================================================

Balance, March 31, 1998                  $  4,000   $ 78,703    $250,507   $164,151        $     876     $(23,723)        $474,514 
</TABLE>

[FN]

(1)- See Note 3, "New Financial Accounting Standards," for gross unrealized
     gains or losses arising during each period and the tax effect on each
     item of comprehensive income.
</FN>

                                      -5-

<PAGE>



RIGGS NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
(IN THOUSANDS)                                                                                       THREE MONTHS ENDED
                                                                                                         MARCH 31,
                                                                                                -----------------------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                                      1998          1997
=============================================================================================================================
<S>                                                                                               <C>            <C>   

CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income                                                                                        $   15,635     $   10,466 
  Adjustments to Reconcile Net Income to Cash
    Provided By Operating Activities:
     Provision for Loan Losses                                                                             -              - 
     Provision for Other Real Estate Owned Writedowns                                                    300              - 
     Depreciation Expense and Amortization of Leasehold Improvements                                   2,841          2,843 
     Gains on Sale of Securities Available for Sale                                                   (5,324)            (2)
     Gains on Sale of Other Real Estate Owned                                                           (276)          (218)
     Decrease in Accrued Interest Receivable                                                           7,100          3,348 
     Decrease in Other Assets                                                                         11,289            667 
     Decrease in Other Liabilities                                                                   (13,843)       (11,761)
- -----------------------------------------------------------------------------------------------------------------------------
  Total Adjustments                                                                                    2,087         (5,123)
- -----------------------------------------------------------------------------------------------------------------------------
  Net Cash Provided By Operating Activities                                                           17,722          5,343 
- -----------------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Net (Increase) Decrease In Time Deposits with Other Banks                                         (303,635)       112,849 
  Proceeds from Maturities and Other Payments
     of Securities Available for Sale                                                              1,256,512      1,590,661 
  Proceeds from Sale of Securities Available for Sale                                                652,586              - 
  Purchase of Securities Available for Sale                                                       (1,652,712)    (1,992,087)
  Net Decrease in Loans                                                                               14,701         50,697 
  Proceeds from Sale and Other Payments of Other Real Estate Owned                                       991          1,081 
  Net Increase in Premises and Equipment                                                              (3,828)        (2,686)
  Other, Net                                                                                             225           (721)
- -----------------------------------------------------------------------------------------------------------------------------
Net Cash Used In Investing Activities                                                                (35,160)      (240,206)
- -----------------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Net (Decrease) Increase in:
    Demand, NOW, Savings and Money Market Deposit Accounts                                          (296,449)       (66,004)
    Time Deposits                                                                                    (12,319)        51,908 
    Federal Funds Purchased and Repurchase Agreements                                                105,581            (37)
    U.S. Treasury Demand Notes and Other Short-Term Borrowings                                        (4,099)         2,956 
  Proceeds From the Issuance of Common Stock                                                             204             17 
  Proceeds from Preferred Stock of Subsidiaries                                                            -        200,000 
  Dividend Payments - Preferred                                                                       (2,688)        (2,688)
                    - Common                                                                          (1,528)        (1,518)
- -----------------------------------------------------------------------------------------------------------------------------
Net Cash (Used in) Provided by Financing Activities                                                 (211,298)       184,634 
- -----------------------------------------------------------------------------------------------------------------------------
Effect of Exchange Rate Changes                                                                          343         (1,787)
- -----------------------------------------------------------------------------------------------------------------------------
Net Decrease in Cash and Cash Equivalents                                                           (228,393)       (52,016)
Cash and Cash Equivalents at Beginning of Period                                                     735,091        751,144 
=============================================================================================================================
Cash and Cash Equivalents at End of Period                                                        $  506,698     $  699,128 


SUPPLEMENTAL SCHEDULE OF CASH FLOW ACTIVITIES:

NONCASH ACTIVITIES:
  Loans Transferred to Other Real Estate Owned                                                    $        -     $       82 

CASH PAID DURING THE YEAR FOR:
  Interest Paid (Net of Amount Capitalized)                                                       $   40,082     $   36,173 
  Income Tax Payments                                                                                      5              5 
</TABLE>

                                      -6-

<PAGE>


                                                           

RIGGS NATIONAL CORPORATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(IN THOUSANDS, EXCEPT SHARE AMOUNTS)


NOTE 1. BASIS OF PRESENTATION

In the opinion of management, the accompanying unaudited financial statements
contain all normal recurring adjustments necessary for a fair presentation of
the interim period results, in conformity with generally accepted accounting
principles applied on a consistent basis and which require the use of management
estimates. These statements should be read in conjunction with the financial
statements and accompanying notes included in the Corporation's Annual Report on
Form 10-K for the year ended December 31, 1997. 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 1998 are
not necessarily indicative of the results to be expected for the full 1998 year.

NOTE 2. EARNINGS PER COMMON SHARE

In March 1997, Statement of Financial Accounting Standards ("SFAS") No. 128,
"Earnings Per Share" was issued and supersedes Accounting Principles Board
Opinion ("APB") No. 15. Basic earnings per share is calculated by dividing net
income, after deduction for preferred stock dividends, by the weighted-average
number of shares of common stock. Diluted earnings per share is calculated by
dividing net income, after deduction for preferred stock dividends, by the
weighted-average number of shares of common stock and common stock equivalents,
unless determined to be anti-dilutive.


<TABLE>
<CAPTION>
                                                             THREE MONTHS ENDED                 THREE MONTHS ENDED
                                                               MARCH 31, 1998                     MARCH 31, 1997
                                                     ---------------------------------- ----------------------------------
                                                          BASIC            DILUTED           BASIC            DILUTED
                                                           EPS               EPS              EPS               EPS
                                                     ----------------- ---------------- ----------------- ----------------

<S>                                                       <C>              <C>               <C>              <C>     
Net Income                                                   $15,635          $15,635           $10,466          $10,466 
Dividends on Preferred Stock                                  (2,688)          (2,688)           (2,688)          (2,688)
                                                     ----------------- ---------------- ----------------- ----------------
Income Available to Common Shareholders                      $12,947          $12,947           $ 7,778          $ 7,778 

Weighted-Average Shares Outstanding                       30,571,990       30,571,990        30,373,168       30,373,168 
Weighted-Average Dilutive Effect
   of Stock Option Plans                                         n/a        1,064,840               n/a        1,097,119 
                                                     ----------------- ---------------- ----------------- ----------------
Adjusted Weighted-Average Shares Outstanding              30,571,990       31,636,830        30,373,168       31,470,287 

BASIC EPS                                                    $   .42                            $   .26 
DILUTED EPS                                                                   $   .41                            $   .25 
</TABLE>


NOTE 3. NEW FINANCIAL ACCOUNTING STANDARDS

In June 1997, SFAS Nos. 130 and 131 were issued--"Reporting Comprehensive
Income" and "Disclosures about Segments of an Enterprise and Related
Information," respectively. SFAS No. 130 requires that certain financial
activity typically disclosed in stockholders' equity be reported in the
financial statements as an adjustment to net income in determining comprehensive
income. Items applicable to the Corporation include activity in foreign exchange
translation adjustments and gain/loss on securities available for sale. Items
identified as comprehensive income are reported in the statement of condition
and the statement of changes in stockholders' equity, under separate captions.
The table on the following page specifies the tax (provision)/benefit related to
each component of comprehensive income along with the unrealized gains/(losses)
arising during the period. SFAS No. 130 was effective for the Corporation on
January 1, 1998, including the restatement of prior periods reported consistent
with this pronouncement. The Corporation did not experience any material effect
on its financial position or results of operations from the implementation of
SFAS No. 130.

                                      -7-

<PAGE>





NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED



NOTE 3. NEW FINANCIAL ACCOUNTING STANDARDS, CONTINUED

OTHER COMPREHENSIVE INCOME (LOSS)
<TABLE>
<CAPTION>
                                                                                      BEFORE-         TAX
                                                                                       TAX         (EXPENSE)/   NET-OF-TAX
                                                                                      AMOUNT        BENEFIT       AMOUNT
================================================================================= ============= ============= =============
THREE MONTHS ENDED MARCH 31, 1998:
<S>                                                                                  <C>            <C>          <C>      
Foreign Currency Translation Adjustments                                             $    528       $  (185)     $    343 
Unrealized Gains (Losses) on Securities:
  Unrealized Holding Gains (Losses) Arising During Period                               4,349        (1,522)        2,827 
  Less: Reclassification Adjustment for (Gains) Losses Realized in Net Income          (5,324)        1,863        (3,461)
- --------------------------------------------------------------------------------- ------------- ------------- -------------
  Net Unrealized Gains (Losses)                                                          (975)          341          (634)
================================================================================= ============= ============= =============
Other Comprehensive Income (Loss)                                                    $   (447)      $   156      $   (291)

THREE MONTHS ENDED MARCH 31, 1997:
Foreign Currency Translation Adjustments                                             $ (2,749)      $   962      $ (1,787)
Unrealized Gains (Losses) on Securities:
  Unrealized Holding Gains (Losses) Arising During Period                             (12,315)        4,310        (8,005)
  Less: Reclassification Adjustment for (Gains) Losses Realized in Net Income              (2)            1            (1)
- --------------------------------------------------------------------------------- ------------- ------------- -------------
  Net Unrealized Gains (Losses)                                                       (12,317)        4,311        (8,006)
================================================================================= ============= ============= =============
Other Comprehensive Income (Loss)                                                    $(15,066)      $ 5,273      $ (9,793)
</TABLE>


ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) BALANCES
<TABLE>
<CAPTION>
                                                                                     FOREIGN       UNREALIZED       ACCUMULATED
                                                                                     CURRENCY     GAINS/(LOSS)         OTHER
                                                                                   TRANSLATION         ON          COMPREHENSIVE
                                                                                   ADJUSTMENTS     SECURITIES      INCOME (LOSS)
================================================================================= =============== ============== ==================
THREE MONTHS ENDED MARCH 31, 1998:
<S>                                                                                     <C>            <C>                <C>     
Balance, December 31, 1997                                                              $  (872)       $ 2,039            $ 1,167 
Current-Period Change                                                                       343           (634)              (291)
================================================================================= =============== ============== ==================
Balance, March 31, 1998                                                                 $  (529)       $ 1,405            $   876 

THREE MONTHS ENDED MARCH 31, 1997:
Balance, December 31, 1996                                                              $ 1,111        $  (729)           $   382 
Current-Period Change                                                                    (1,787)        (8,006)            (9,793)
================================================================================= =============== ============== ==================
Balance, March 31, 1997                                                                 $  (676)       $(8,735)           $(9,411)
</TABLE>

SFAS No. 131 requires the reporting of selected segmented information in
quarterly and annual reports. Information from operating segments is derived
from methods used by the Corporation's management to allocate resources and
measure performance. The Corporation is required to disclose profit/loss,
revenues and assets for each segment identified, including reconciliations of
these items to consolidated totals. The Corporation is also required to disclose
the basis for identifying the segments and the types of products and services
within each segment. SFAS No. 131 is effective for the Corporation for the year
ended December 31, 1998, and quarterly beginning in 1999, including the
restatement of prior periods reported consistent with this pronouncement, if
practical. The Corporation does not anticipate any material impact from the
implementation of SFAS No. 131.

In February 1998, SFAS No. 132, "Employers' Disclosures about Pensions and
Other Postretirement Benefits-an amendment of FASB Statements No. 87, 88, and
106" was issued. SFAS No. 132 revises employers' disclosures about pension and
other postretirement benefit plans. It standardizes the disclosure requirements
for pensions and other postretirement benefits and requires additional
information on changes in the benefit obligations and fair values of plan assets
in the Corporation's 1998 year-end financial statements. SFAS No. 132 also
eliminates certain disclosures which were required by SFAS Nos. 87, "Employers'
Accounting for Pensions," No. 88, "Employers' Accounting for Settlement and
Curtailments of Defined Benefit Pension Plans and for Termination Benefits," and
No. 106, "Employers' Accounting for Postretirement Benefits Other than
Pensions." SFAS No. 132 was effective for the Corporation on January 1, 1998.
The Corporation did not experience any material impact from the implementation
of SFAS No. 132.

                                      -8-

<PAGE>


RIGGS NATIONAL CORPORATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
               AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS

The Corporation reported consolidated net income of $15.6 million ($.41 per
diluted share) for the first quarter of 1998, a 49% increase of $5.1 million
compared with net income of $10.5 million ($.25 per diluted share) for the same
quarter a year earlier. The increase from the prior year's quarter was primarily
the result of $5.3 million in securities gains. Excluding these gains, income
before taxes and minority interest for the first quarter of 1998 was $23.1
million compared with $17.2 million for the same period a year earlier, a 34%
increase of $5.9 million.

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 $48.5 million in
the first quarter of 1998, increasing $6.2 million from the first quarter of
1997. The increase from the prior year's quarter was primarily the result of
favorable increases in average earning assets over increases in average
interest-bearing funds between the periods, stemming primarily from $200 million
in proceeds received from Trust Preferred Securities issued and sold in March
1997.

NET INTEREST INCOME CHANGES (1)

<TABLE>
<CAPTION>
                                                                                          THREE MONTHS ENDED
                                                                                         MARCH 31, 1998 VS 1997
                                                                                   ----------------------------------
                                                                                     DUE TO     DUE TO      TOTAL
(IN THOUSANDS)                                                                        RATE      VOLUME      CHANGE
=====================================================================================================================

Interest Income:
<S>                                                                                   <C>        <C>        <C>     
   Loans, Including Fees                                                              $  323     $ 4,721    $ 5,044 
   Securities Available for Sale                                                         836       1,933      2,769 
   Time Deposits with Other Banks                                                        173       3,777      3,950 
   Federal Funds Sold and Reverse
    Repurchase Agreements                                                                290      (2,258)    (1,968)
- ---------------------------------------------------------------------------------------------------------------------

Total Interest Income                                                                  1,622       8,173      9,795 

Interest Expense:
   Interest-Bearing Deposits                                                              67       1,340      1,407 
   Federal Funds Purchased and
      Repurchase Agreements                                                               70       2,111      2,181 
   U.S. Treasury Demand Notes and Other
      Short-Term Borrowings                                                                6           1          7 
   Long-Term Debt                                                                          -           -          - 
- ---------------------------------------------------------------------------------------------------------------------

Total Interest Expense                                                                   143       3,452      3,595 
=====================================================================================================================

Net Interest Income                                                                   $1,479     $ 4,721    $ 6,200 
</TABLE>
[FN]

(1) - The dollar amount of changes in interest income and interest expense
      attributable to changes in rate/volume (change in rate multiplied by
      change in volume) has been allocated between rate and volume variances
      based on the percentage relationship of such variances to each
      other.  Income and rates are computed on a  tax-equivalent  basis using a 
      Federal income tax rate of 35% and local tax rates as applicable.
</FN>

                                      -9-


<PAGE>




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
               AND RESULTS OF OPERATIONS, CONTINUED


AVERAGE CONSOLIDATED STATEMENTS OF CONDITION AND RATES

<TABLE>
<CAPTION>
                                                             THREE MONTHS ENDED                    THREE MONTHS ENDED
                                                               MARCH 31, 1998                        MARCH 31, 1997
                                                      ----------------------------------   -----------------------------------
(TAX-EQUIVALENT BASIS) (1)                              AVERAGE     INCOME/                AVERAGE       INCOME/
(IN THOUSANDS)                                          BALANCE     EXPENSE     RATE       BALANCE       EXPENSE      RATE
==============================================================================================================================

ASSETS

<S>                                                    <C>            <C>          <C>       <C>           <C>           <C>   
  Loans, Including Fees (2)                            $2,836,563     $55,522      7.94 %    $2,610,300    $50,478       7.84 %
  Securities Available for Sale (3)                     1,396,095      21,447      6.23       1,268,231     18,678       5.97
  Time Deposits with Other Banks                          459,421       5,968      5.27         167,760      2,018       4.88
  Federal Funds Sold and Reverse Repurchase Agreements    349,729       4,819      5.59         514,552      6,787       5.35
- ---------------------------------------------------------------------------------------------------------------------------------
    Total Earning Assets and Average Rate Earned        5,041,808      87,756      7.06       4,560,843     77,961       6.93

  Reserve for Loan Losses                                 (52,446)                              (63,683)
  Cash and Due from Banks                                 155,630                               163,955 
  Other Assets                                            355,346                               361,080 

==============================================================================================================================
  Total Assets                                         $5,500,338                            $5,022,195 

LIABILITIES, MINORITY INTEREST AND
    STOCKHOLDERS' EQUITY

  Interest-Bearing Deposits                            $3,175,472     $29,786      3.80 %    $3,114,964    $28,379       3.69 %
  Federal Funds Purchased and Repurchase Agreements       385,756       4,876      5.13         218,385      2,695       5.00
  U.S. Treasury Demand Notes and
    Other Short-Term Borrowings                            16,941         217      5.19          16,873        210       5.05
  Long-Term Debt                                          191,525       4,368      9.25         191,525      4,368       9.25
- ------------------------------------------------------------------------------------------------------------------------------
    Total Interest-Bearing Funds and Average Rate Paid  3,769,694      39,247      4.22       3,541,747     35,652       4.08

  Demand Deposits                                         850,627                               811,351 
  Other Liabilities                                        63,351                                50,168 
  Minority Interest in Preferred Stock of Subsidiaries    350,000                               194,444 
  Stockholders' Equity                                    466,666                               424,485 

==============================================================================================================================
  Total Liabilities, Minority Interest and
     Stockholders' Equity                              $5,500,338                            $5,022,195 

==============================================================================================================================
  NET INTEREST INCOME AND SPREAD                                      $48,509      2.84 %                  $42,309       2.85 %

==============================================================================================================================
  NET INTEREST MARGIN ON EARNING ASSETS                                            3.90 %                                3.76 %
</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) - The averages and rates for the securities available for sale portfolio are
      based on amortized cost.
</FN>

NONINTEREST INCOME

Noninterest income for the first quarter of 1998 totaled $28.1 million, a 43%
increase of $8.5 million above $19.6 million for the same period a year earlier.
Excluding $5.3 million of nonrecurring securities gains, noninterest income
during the first quarter of 1998 was $22.8 million, up $3.2 million or 16% from
a year ago, primarily due to continued growth in income related to fees from
trust and investment advisory services.

NONINTEREST EXPENSE

Noninterest expense for the first quarter of 1998 was $47.4 million compared to
$43.8 million reported in the first quarter of 1997, up $3.6 million due
primarily to increased salary and performance-based compensation expense and
costs associated with improvements in the Corporation's information
technologies.

                                      -10-

<PAGE>




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
               AND RESULTS OF OPERATIONS, CONTINUED


FINANCIAL CONDITION

SECURITIES

Securities available for sale totaled $1.42 billion at March 31, 1998, compared
to $1.67 billion at year-end 1997, and $1.55 billion at March 31, 1997. The
current quarter's activity included purchases of securities available for sale
totaling $1.65 billion, which were more than offset by maturities and sales of
securities available for sale totaling $1.26 billion and $652.6 million,
respectively. The weighted-average maturities and yields for the portfolio,
adjusted for anticipated prepayments, were approximately 2.0 years and 5.95%,
respectively, at March 31, 1998.

<TABLE>
<CAPTION>
                                       MARCH 31, 1998                    MARCH 31, 1997                DECEMBER 31, 1997
                               --------------------------------  ------------------------------ --------------------------------
                                 AMORTIZED        MARKET/          AMORTIZED       MARKET/         AMORTIZED        MARKET/
      AVAILABLE FOR SALE            COST         BOOK VALUE           COST        BOOK VALUE         COST         BOOK VALUE
================================================================================================================================
(In thousands)

<S>                                <C>              <C>              <C>            <C>              <C>             <C>       
U.S. Treasury Securities           $  404,512       $  404,382       $  962,302     $  951,296       $  504,990      $  506,721
Government Agencies Securities        769,245          769,194          571,512        569,086          966,277         966,456
Mortgage-Backed Securities            204,906          204,723            1,907          1,900          156,997         157,026
Other Securities                       39,689           42,043           29,315         29,315           41,150          42,347
================================================================================================================================

Total                              $1,418,352       $1,420,342       $1,565,036     $1,551,597       $1,669,414      $1,672,550
</TABLE>


LOANS

At March 31, 1998, total loans outstanding amounted to $2.87 billion, decreasing
$15.1 million from the December 31, 1997 total of $2.88 billion. The decrease in
loans from December 31, 1997, was primarily attributed to decreases in real
estate-commercial/construction loans of $14.5 million, residential mortgage
loans of $22.6 million, consumer loans of $12.3 million, and foreign loans of
$15.4 million, mostly offset by an increase of $53.8 million in commercial and
financial loans.

<TABLE>
<CAPTION>
                                                         MARCH 31,            MARCH 31,          DECEMBER 31,
(IN THOUSANDS)                                             1998                 1997                 1997
================================================================================================================

<S>                                                        <C>                 <C>                   <C>       
Commercial and Financial                                   $  583,733          $  410,955            $  529,894
Real Estate - Commercial/Construction                         395,464             327,775               410,011
Residential Mortgage                                        1,133,915           1,213,237             1,156,493
Home Equity                                                   314,451             286,239               317,669
Consumer                                                       66,602              73,815                78,932
Foreign                                                       374,246             271,460               389,632
- ----------------------------------------------------------------------------------------------------------------

Loans                                                       2,868,411           2,583,481             2,882,631

Unamortized Premium (Unearned
        Discount/Net Deferred Fees)                               834               3,424                 1,742
================================================================================================================

Total Loans                                                $2,869,245          $2,586,905            $2,884,373
</TABLE>

                                      -11-


<PAGE>




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
               AND RESULTS OF OPERATIONS, CONTINUED


ASSET QUALITY

NONPERFORMING ASSETS

Nonperforming assets, which include nonaccrual loans, renegotiated loans and
other real estate owned (net of reserves), totaled $16.5 million at March 31,
1998, a $7.5 million (83%) increase from the year-end 1997 total of $9.0 million
and a $17.8 million (52%) decrease from the March 31, 1997 total. The increase
from year-end 1997 was primarily due to the addition of a commercial real estate
loan for $9.8 million, partially offset by paydowns and sales of 2.0 million and
charge-offs of $341 thousand. The increase in nonaccrual loans from year-end was
due to the aforementioned commercial real estate loan for $9.8 million,
partially offset by paydowns of $1.3 million. The decrease in other real estate
owned, net of reserves, during the first three months of 1998 was the result of
paydowns and sales of $715 thousand and charge-offs of $300 thousand.

PAST-DUE AND POTENTIAL PROBLEM LOANS

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 increased $4.1 million during the first three
months of 1998 to $11.4 million, and increased $7.0 million from March 31, 1997.
These increases were predominately residential, single-family past-due loans. At
March 31, 1998, the Corporation had identified $246 thousand 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 entirely of domestic consumer loans.


NONPERFORMING ASSETS AND PAST-DUE LOANS
<TABLE>
<CAPTION>
                                                                     MARCH 31,         MARCH 31,       DECEMBER 31,
(IN THOUSANDS)                                                          1998             1997              1997
======================================================================================================================

NONPERFORMING ASSETS:

<S>                                                                        <C>              <C>               <C>    
Nonaccrual Loans (1)                                                       $12,314          $ 6,785           $ 3,793
Renegotiated Loans (2)                                                          85              120               101
Other Real Estate Owned, Net                                                 4,062           27,320             5,076
======================================================================================================================

Total Nonperforming Assets                                                 $16,461          $34,225           $ 8,970

PAST-DUE LOANS (3)                                                         $11,412          $ 4,437           $ 7,279
</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, or that are, in management's opinion, doubtful as to the
      collectibility of either interest or principal.

(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.  Renegotiated loans do not include $9.8 million 
      in loans renegotiated at market terms that have performed in accordance 
      with their respective renegotiated terms.

(3) - Loans contractually past due 90 days or more in principal or interest that
      are well-secured and in the process of collection.
</FN>


DEPOSITS

Deposits are the primary and most stable source of funds for the Corporation.
Deposits totaled $3.99 billion at March 31, 1998, decreasing $308.8 million (7%)
from the December 31, 1997 deposit total. The decrease from the year-end balance
was almost entirely due to decreases in money market deposit accounts of $110.0
million, demand deposits of $121.2 million, and savings and NOW accounts of
$65.3 million.

                                      -12-

<PAGE>




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
               AND RESULTS OF OPERATIONS, CONTINUED


SHORT-TERM BORROWINGS AND LONG-TERM DEBT

Short-term borrowings increased by $101.5 million, or 29%, from the year-end
1997 balance. Short-term borrowings are an additional source of funds that the
Corporation has utilized to meet certain asset/liability and daily cash
management objectives. The increase in short-term borrowings from year-end was
primarily due to increases in repurchase agreements, which are a funding vehicle
for the Corporation. Short-term borrowings are used to help the Corporation
generate cash and maintain adequate levels of liquidity.

<TABLE>
<CAPTION>
                                                                MARCH 31,           MARCH 31,          DECEMBER 31,
(IN THOUSANDS)                                                    1998                 1997                1997
============================================================ ============= ==== =============== === ================
<S>                                                              <C>                  <C>                  <C>     
Federal Funds Purchased and Repurchase Agreements                $433,160             $237,129             $327,579
U.S. Treasury Demand Notes and Other Borrowed Funds                20,830               21,024               24,929
- ------------------------------------------------------------ ------------- ---- --------------- --- ----------------
Total Short-Term Borrowings                                       453,990              258,153              352,508

Subordinated Debentures due 2009                                   66,525               66,525               66,525
Subordinated Notes due 2006                                       125,000              125,000              125,000
- ------------------------------------------------------------ ------------- ---- --------------- --- ----------------
Total Long-Term Debt                                              191,525              191,525              191,525
============================================================ ============= ==== =============== === ================

Total Short-Term Borrowings and Long-Term Debt                   $645,515             $449,678             $544,033
</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 "Sensitivity to Market
Risk"). At March 31, 1998, the Corporation's liquid assets, on a consolidated
basis, which include cash and due from banks, U.S. Treasury securities,
Government obligations and other securities, federal funds sold, reverse
repurchase agreements and time deposits at other banks, totaled $2.47 billion
(44% of total assets). This compares with $2.65 billion (45%) at December 31,
1997, and $2.42 billion (46%) at March 31, 1997. This consistent liquidity
position is maintained by a stable source of funds from the Corporation's core
deposit relationships. Additionally, the Corporation has other sources of funds,
such as short-term borrowings and advances available through its membership in
the Federal Home Loan Bank of Atlanta.


STOCKHOLDERS' EQUITY AND REGULATORY CAPITAL

Total stockholders' equity at March 31, 1998 was $474.5 million, an increase of
$11.3 million from the year-end 1997 total and up $52.3 million from March 31,
1997. The increase from year-end 1997 was the result of net earnings of $15.6
million, partially offset by dividends on preferred and common stock of $4.2
million in the aggregate. Book value per common share was $12.40 as of March 31,
1998 compared to $12.04 at year-end 1997 and $10.77 at March 31, 1997. Below are
the capital ratios of the Corporation and its banking subsidiary, Riggs Bank
National Association (Riggs Bank N.A.) at March 31, 1998 and 1997, and December
31, 1997.


<TABLE>
<CAPTION>
                                                      MARCH 31,       MARCH 31,      DECEMBER 31,      REQUIRED
                                                         1998            1997            1997          MINIMUMS
====================================================================================================================

RIGGS NATIONAL CORPORATION:
<S>                                                     <C>             <C>             <C>             <C>  
     Tier I                                             18.91%          19.93%          18.45%          4.00%
     Combined Tier I and Tier II                        31.84           35.50           31.52           8.00 
     Leverage                                           11.33           11.16           11.15           4.00 

RIGGS BANK N.A.:
     Tier I                                             13.02           15.05           14.35           4.00 
     Combined Tier I and Tier II                        14.28           16.32           15.60           8.00 
     Leverage                                            8.08            8.39            8.64           4.00 
</TABLE>

                                      -13-


<PAGE>


RIGGS NATIONAL CORPORATION

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


SENSITIVITY TO MARKET RISK

The Corporation is exposed to various market risks. It has determined that
interest-rate risk has a material impact on the Corporation's financial
performance, and as such has established the Asset/Liability Committee ("ALCO")
to manage interest-rate risk. The role of this committee is to prudently manage
the asset/liability mix of the Corporation to provide a stable net interest
margin while maintaining liquidity and capital. This entails the management of
the overall risk of the Corporation in conjunction with the acquisition and
deployment of funds based upon the Committee's view of both current and
prospective market and economic conditions.

The Corporation manages its interest-rate risk through the use of an income
simulation model, which forecasts the impact on net interest income of a variety
of different interest rate scenarios. A "most likely" interest rate scenario is
forecasted based upon an analysis of current market conditions and expectations.
The model then evaluates the impact on net interest income of rates moving
significantly higher or lower than the "most likely" scenario. The results are
compared to risk tolerance limits set by corporate policy. The model's results
as of March 31, 1998 are shown in the table below. Current policy establishes
limits for possible changes in net interest income for 12 and 36 month horizons.
The interest rate scenarios monitored by ALCO are based upon a 100 basis point
(1%) gradual increase or decrease in rates (versus the "most likely" scenario)
over a 12-month time period and a 300 basis point (3%) gradual increase or
decrease in rates (versus the "most likely" scenario) over a 36-month time
period.

At March 31, 1998, the forecasted impact of rates rising or falling 100 basis
points versus the "most likely" scenario over a 12-month time period was a
change in net interest income not exceeding 2%. For a 300 basis point movement
in rates versus the "most likely" scenario over a 36-month period, the impact on
net interest income did not exceed 6%. The results of the simulation for March
31, 1998 indicated that the Corporation maintained an asset sensitive position,
and was well insulated against interest rates moving significantly in either
direction.

In managing the Corporation's interest-rate risk, ALCO uses financial derivative
instruments, such as interest-rate swaps, caps, floors, collars, futures, and
options. Financial derivatives are employed to assist in the management and/or
reduction of the interest-rate risk of the Corporation, and can effectively
alter the sensitivity of segments of the statement of condition for specified
periods of time. All of these instruments are considered off-balance-sheet, as
they do not materially affect the level of assets or liabilities of the
Corporation. Along with the financial derivative instruments mentioned above,
the income simulation model includes short-term financial instruments,
investment securities, loans, deposits, and other borrowings. Interest-rate risk
management strategies are discussed and approved by ALCO prior to
implementation.

INTEREST-RATE SENSITIVITY ANALYSIS (1)
<TABLE>
<CAPTION>
                                                               MOVEMENTS IN INTEREST RATES FROM MARCH 31, 1998
==================================================== =====================================================================
                                                        SIMULATED IMPACT OVER NEXT         SIMULATED IMPACT OVER NEXT
                                                               TWELVE MONTHS                    THIRTY-SIX MONTHS
- ---------------------------------------------------- ---------------------------------- ----------------------------------
(IN THOUSANDS)                                            +100BP           -100BP            +300BP           -300BP
- ---------------------------------------------------- ----------------- ---------------- ----------------- ----------------
Simulated Impact Compared With a
  "Most Likely" Scenario:

<S>                                                        <C>              <C>               <C>              <C>   
  Net Interest Income Increase/(Decrease)                       1.8 %           (1.0)%             5.4 %           (1.6)%

  Net Interest Income Increase/(Decrease)                  $  3,340         $ (1,791)         $ 31,029         $ (9,255) 
</TABLE>
[FN]

(1)-Key Assumptions:
Assumptions  with respect to the model's  projections  of the effect of changes 
in interest  rates on Net  Interest  Income include:
1. Target  balances for various asset and liability  classes,  which are 
   solicited from the management of the various units of the Corporation.
2. Interest rate  scenarios  which are generated by ALCO for the "most likely" 
   scenario and are dictated by policy for the alternative scenarios.
3. Spread  relationships  between  various  interest  rate  indices,  which are 
   generated  by the  analysis of  historical relationships and ALCO consensus.
4. Assumptions  about the effect of embedded options and prepayment  speeds:  
   instruments that are callable are assumed to be called at the first 
   opportunity if an  interest  rate  scenario  makes it  advantageous  for the
   owner  of the call to do so.  Prepayment assumptions for mortgage products 
   are derived from accepted industry sources.
5. Reinvestment  rates for funds replacing assets or liabilities that are 
   assumed (through early  withdrawal,  prepayment, calls, etc.) to run off the
   balance sheet, which are generated by the spread relationships.
6. Maturity strategies with respect to assets and liabilities, which are
   solicited from the management of the various units of the Corporation.
</FN>

                                      -14-

<PAGE>




ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK,
               CONTINUED

SENSITIVITY TO MARKET RISK, CONTINUED

Management finds that the methodologies discussed above provide a meaningful
representation of the Corporation's interest-rate and market risk sensitivity,
though factors other than changes in the interest rate environment, such as
levels of non-earning assets, and changes in the composition of earning assets,
may affect net interest income. Management believes its current interest-rate
sensitivity level is appropriate, considering the Corporation's economic outlook
and conservative approach taken in the review and monitoring of the
Corporation's sensitivity position. No material changes have taken place since
December 31, 1997.

COMMITMENTS AND CONTINGENT LIABILITIES

Outstanding commitments and contingent liabilities that do not appear in the
consolidated financial statements at March 31, 1998 and 1997, and December 31,
1997 are detailed in the table below. At December 31, 1997, the Corporation's
financial derivative instruments included a $200 million (notional principal
balance) interest-rate swap agreement, entered into in July 1993, to hedge money
market assets against the possibility of declining interest rates that entailed
the receipt of a fixed rate and payment of a floating rate. This swap agreement,
which was due to mature in July 1998, was terminated by the Corporation in March
1998 with an aggregate net interest expense of $368 thousand recognized in 1998.


<TABLE>
<CAPTION>
                                                                   CONTRACTUAL OR NOTIONAL VALUE
                                                           -----------------------------------------------
                                                             MARCH 31,       MARCH 31,     DECEMBER 31,
                                                                1998           1997            1997
==========================================================================================================

<S>                                                              <C>             <C>             <C>     
Commitments to Extend Credit                                     $959,673        $870,009        $873,794

Letters of Credit                                                 147,977         138,807         132,770

Derivative Instruments:
    Foreign Exchange Contracts:
         Commitments to Purchase                                 $130,009        $ 78,426        $111,215
         Commitments to Sell                                      211,092         177,414         190,324
    Interest-Rate Swap Agreements                                  86,916         350,511         351,489
    Interest-Rate Option Contracts:
         Corridors                                                     --         100,000              --
         Caps                                                         656             635             642
</TABLE>

The Corporation's interest-rate swap and options contract activity for the
quarter ended March 31, 1998, is as follows:

<TABLE>
<CAPTION>
                                                BALANCE                                                       BALANCE
                                              DECEMBER 31,                                                   MARCH 31,
                                                 1997         ADDITIONS     MATURITIES     TERMINATIONS        1998
================================= ==== === ================ ============= ============= ================= =============

Interest-Rate Swaps:
<S>                                               <C>           <C>           <C>               <C>           <C>      
     Receive fixed/pay variable                   $250,000      $     --      $     --          $250,000      $     --
     Receive variable/pay fixed                     50,000            --        25,000                --        25,000
     For Customers                                  52,131        10,441            --                --        62,572
================================= ==== === ================ ============= ============= ================= =============

Total                                             $352,131      $ 10,441      $ 25,000          $250,000      $ 87,572
</TABLE>


      -------------------------------------------------------------------

THIS QUARTERLY REPORT ON FORM 10-Q, INCLUDING THE MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, AND THE QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK, CONTAINS FORWARD-LOOKING
STATEMENTS, AS DEFINED IN SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934,
THAT INVOLVE RISK AND UNCERTAINTY. IN ORDER TO COMPLY WITH THE TERMS OF THE SAFE
HARBOR, THE CORPORATION NOTES THAT A VARIETY OF FACTORS COULD CAUSE THE
CORPORATION'S ACTUAL RESULTS AND EXPERIENCES TO DIFFER MATERIALLY FROM THE
ANTICIPATED RESULTS OR OTHER EXPECTATIONS EXPRESSED IN THE CORPORATION'S
FORWARD-LOOKING STATEMENTS. THESE FACTORS INCLUDE, BUT ARE NOT LIMITED TO,
CERTAIN RISKS AND UNCERTAINTIES THAT MAY AFFECT THE OPERATIONS, PERFORMANCE,
DEVELOPMENT, GROWTH PROJECTIONS AND RESULTS OF THE CORPORATION'S BUSINESS SUCH
AS, THE GROWTH OF THE ECONOMY, INTEREST RATE MOVEMENTS, TIMELY DEVELOPMENT BY
THE CORPORATION OF TECHNOLOGY ENHANCEMENTS FOR ITS PRODUCTS AND OPERATING
SYSTEMS, THE IMPACT OF COMPETITIVE PRODUCTS, SERVICES AND PRICING, CUSTOMER
BUSINESS REQUIREMENTS, CONGRESSIONAL LEGISLATION AND SIMILAR MATTERS. READERS OF
THIS REPORT ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON FORWARD-LOOKING
STATEMENTS WHICH ARE SUBJECT TO INFLUENCE BY THE NAMED RISK FACTORS AND
UNANTICIPATED FUTURE EVENTS. ACTUAL RESULTS, ACCORDINGLY, MAY DIFFER MATERIALLY
FROM MANAGEMENT EXPECTATIONS.

                                      -15-

<PAGE>



RIGGS NATIONAL CORPORATION
EXHIBITS AND SIGNATURES

                           PART II OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K


        (A)    EXHIBITS
               --------
                  The following exhibit is furnished to this Form 10-Q:

                  (27)     Financial Data Schedule


        (B)    REPORTS ON FORM 8-K
               -------------------
                  On March 31, 1998, the Corporation filed a Form 8-K regarding
                  its Form 10-K for the fiscal year ended December 31, 1997,
                  filed March 20, 1998, to include the Consent of Independent
                  Accountants, Exhibit 23.






                                   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.


                           RIGGS NATIONAL CORPORATION


 Date:       May 8, 1998                           /s/ TIMOTHY C. COUGHLIN
      --------------------------               --------------------------------
                                                      Timothy C. Coughlin
                                                            President






Date:       May 8, 1998                                /s/ JOHN L. DAVIS
     ---------------------------               --------------------------------
                                                          John L. Davis
                                                     Chief Financial Officer
                                                    (Principal Financial and
                                                        Accounting Officer)


                                      -16-



<PAGE>


                                INDEX TO EXHIBITS


    EXHIBIT
      NO.                            DESCRIPTION
=============== ===============================================================

     (27)       Financial Data Schedule

Exhibits omitted are not required or not applicable.

                                      -17-
<PAGE>


<TABLE> <S> <C>

<ARTICLE>  9
<LEGEND>     
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FORM 10-Q DATED MARCH 31, 1998 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>     
<CIK> 0000350847
<NAME> RIGGS NATIONAL CORPORATION
<MULTIPLIER> 1,000     
            
<S>                                                    <C>
<PERIOD-TYPE>                                                 3-MOS
<FISCAL-YEAR-END>                                       DEC-31-1998
<PERIOD-START>                                          JAN-01-1998
<PERIOD-END>                                            MAR-31-1998
<CASH>                                                      146,698
<INT-BEARING-DEPOSITS>                                      545,448
<FED-FUNDS-SOLD>                                            360,000
<TRADING-ASSETS>                                                  0
<INVESTMENTS-HELD-FOR-SALE>                               1,420,342
<INVESTMENTS-CARRYING>                                            0
<INVESTMENTS-MARKET>                                              0
<LOANS>                                                   2,869,245
<ALLOWANCE>                                                  52,180
<TOTAL-ASSETS>                                            5,636,629
<DEPOSITS>                                                3,989,150
<SHORT-TERM>                                                453,990
<LIABILITIES-OTHER>                                         177,450
<LONG-TERM>                                                 191,525
<COMMON>                                                     78,703
                                             0
                                                   4,000
<OTHER-SE>                                                  391,811
<TOTAL-LIABILITIES-AND-EQUITY>                            5,636,629
<INTEREST-LOAN>                                              55,260
<INTEREST-INVEST>                                            20,885
<INTEREST-OTHER>                                             10,787
<INTEREST-TOTAL>                                             86,932
<INTEREST-DEPOSIT>                                           29,786
<INTEREST-EXPENSE>                                           39,247
<INTEREST-INCOME-NET>                                        47,685
<LOAN-LOSSES>                                                     0
<SECURITIES-GAINS>                                            5,324
<EXPENSE-OTHER>                                              47,408
<INCOME-PRETAX>                                              28,414
<INCOME-PRE-EXTRAORDINARY>                                   28,414
<EXTRAORDINARY>                                                   0
<CHANGES>                                                         0
<NET-INCOME>                                                 15,635
<EPS-PRIMARY>                                                   .42
<EPS-DILUTED>                                                   .41
<YIELD-ACTUAL>                                                 3.90
<LOANS-NON>                                                  12,314
<LOANS-PAST>                                                 11,412
<LOANS-TROUBLED>                                                 85
<LOANS-PROBLEM>                                                 246
<ALLOWANCE-OPEN>                                             52,381
<CHARGE-OFFS>                                                   824
<RECOVERIES>                                                    397
<ALLOWANCE-CLOSE>                                            52,180
<ALLOWANCE-DOMESTIC>                                         41,782
<ALLOWANCE-FOREIGN>                                          10,398
<ALLOWANCE-UNALLOCATED>                                           0
        


</TABLE>


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