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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
INTERDEALER QUOTATION SYSTEM
Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 and Rule 13a-17
or 15d-17 thereunder
FIRST TENNESSEE NATIONAL CORPORATION
(Exact name of issuer as specified in charter)
165 MADISON AVENUE, MEMPHIS, TN 38103
(Address of principal executive offices)
Issuer's telephone number, including area code: (901)523-4444
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of 5% or more in the number of
shares outstanding:
1. Title of security: COMMON STOCK AND ASSOCIATED RIGHTS
2. Number of shares outstanding before the change: 28,174,184
3. Number of shares outstanding after the change: 30,122,030
4. Effective date of change: JANUARY 4, 1994
5. Method of change: Specify method (such as merger, acquisition,
exchange, distribution, stock split, reverse split, acquisition of
stock for treasury, etc.)
ACQUISITION OF SNMC MANAGEMENT CORPORATION THROUGH A DIRECTED MERGER
AND EXCHANGE OF STOCK.
Give brief description of transaction:
PURSUANT TO AN AGREEMENT AND PLAN OF MERGER, AS AMENDED, FIRST
TENNESSEE INTERIM CORPORATION ("INTERIM"), A WHOLLY-OWNED SUBSIDIARY
OF FIRST TENNESSEE NATIONAL CORPORATION ("FTNC") FORMED FOR THE
PURPOSE OF ACCOMPLISHING THE TRANSACTION, MERGED WITH AND INTO SNMC
MANAGEMENT CORPORATION ("SNMC"), WITH SNMC AS THE SURVIVING
CORPORATION IN THE MERGER. IMMEDIATELY PRIOR TO THE MERGER, FTNC, AS
SOLE SHAREHOLDER OF INTERIM, DIRECTED THAT ALL SHARES OF THE SNMC
COMMON STOCK, AS THE SURVIVING CORPORATION, BE ISSUED DIRECTLY TO
FIRST TENNESSEE BANK NATIONAL ASSOCIATION ("FTB"). SNMC THEREBY
BECAME A WHOLLY-OWNED SUBSIDIARY OF FTB.
II. CHANGE IN NAME OF ISSUER
1. Name prior to change: NOT APPLICABLE
2. Name after change: NOT APPLICABLE
3. Effective date of charter amendment changing name: NOT APPLICABLE
4. Date of shareholder approval of change, if required: NOT APPLICABLE
Date: JANUARY 5, 1994 /s/ James F. Keen
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JAMES F. KEEN, SENIOR VICE PRESIDENT AND CONTROLLER