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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) - February 28, 2000
FIRST TENNESSEE NATIONAL CORPORATION
(Exact Name of Registrant as Specified in Charter)
TENNESSEE 000-4491 62-0803242
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
165 MADISON AVENUE
MEMPHIS, TENNESSEE 38103
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code - (901) 523-4444
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ITEM 5. OTHER EVENTS.
On February 28, 2000 the Company issued a press release, announcing
revised earnings for 1999 and the earnings outlook for 2000. A copy of the press
release, which is attached as Exhibit 99, is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
The following exhibits are filed herewith:
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Exhibit Number Description
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99 Press Release, dated February 28, 2000.
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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 hereunto duly authorized.
FIRST TENNESSEE NATIONAL CORPORATION
Date: February 29, 2000 By: /s/ ELBERT L. THOMAS, JR.
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Name: Elbert L. Thomas, Jr.
Title: Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit
Number Description
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99 Press Release, dated February 28, 2000.
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EXHIBIT 99
(FIRST TENNESSEE LOGO)
News Release
Release: Immediate
Date: February 28, 2000
Financial Information: Media Information: Investor Relations:
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Teresa Rosengarten Kim Cherry Marty Mosby
(901) 523-4161 (901) 523-4726 (901) 523-5620
FIRST TENNESSEE ANNOUNCES REVISED EARNINGS FOR 1999 AND
EARNINGS OUTLOOK FOR 2000
Revision to 1999 Earnings
First Tennessee National Corporation announced today that it has revised
previously reported 1999 earnings. Following a recent regulatory review,
First Tennessee has changed its accounting treatment of two fourth quarter
transactions related to mortgage loans held for sale at FT Mortgage
Companies. This change in accounting treatment resulted in a $12.3 million
decrease in 1999 pre-tax earnings. As a result, diluted earnings per share
was revised from $1.91 to $1.85 with corresponding return on equity and
return on assets of 20.9 percent and 1.33 percent, respectively.
Adjustments to 2000 Outlook
Over the last several months, there have been various market factors which
have adversely impacted the profitability of mortgage banking and capital
markets. While the effect of these factors has been historically short-term
in nature, in the current economic climate they could have a more prolonged
effect.
The primary factor impacting mortgage banking and capital markets has been
the persistent, rapid rise in interest rates and the strong universal
expectation in the market that this trend will continue. As a result,
mortgage banking has been unfavorably impacted by decreased loan
originations and pricing pressures (especially related to wholesale
originations) and other factors relating to the
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secondary marketing process. This expected trend in interest rates has
continued to affect the level and mix of securities demanded by capital
markets' customers even though Y2K concerns have passed.
Therefore, first quarter 2000 earnings are likely to be below the comparable
first quarter 1999 results which benefitted from record originations
primarily related to the refinancing boom and strong demand for securities
from capital markets' bank customers. Diluted earnings per share are
currently estimated to be $.09 to $.12 below last year's diluted earnings
per share of $.40. This includes an approximate $5 million loss from planned
sales of certain mortgage loans originated prior to this recent rise in
interest rates. The anticipated continuation of trends in mortgage banking
and capital markets through at least mid-year, the impact of the projected
first quarter's earnings decrease, and current expectations as to economic
conditions should have an adverse impact on earnings for the full year,
decreasing our estimated diluted earnings per share growth rate to between
approximately 8 percent and 10 percent over the revised $1.85 in 1999.
General Information
First Tennessee, headquartered in Memphis, Tennessee, is a nationwide,
diversified financial services institution and is one of the 50 largest bank
holding companies in the United States in asset size and market
capitalization. Banking and other financial services are provided through
the regional banking group and three national lines of business: FT Mortgage
Companies, First Tennessee Capital Markets, and transaction processing.
Transaction processing includes credit card merchant processing, express
processing (check clearing and remittance processing) and MONEY BELT(R) (our
automated teller machine network). The corporation's common stock is traded
on the New York Stock Exchange under the symbol FTN. It is listed in the
financial section of most newspapers as FstTN Ntl and is included in the
Standard & Poor's MidCap 400 index. More information is available at First
Tennessee's website at www.firsttennessee.com.
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Forward-Looking Information
This press release contains forward-looking statements involving significant
inherent risks and uncertainties. A number of important factors could cause
actual results to differ materially from those in the forward-looking
information. Those factors include changing general economic and financial
market conditions and competition, ability to execute its' business plans,
items already mentioned in this press release, and other factors described
in our recent filings with the Securities and Exchange Commission. First
Tennessee disclaims any obligation to update any such factors or to publicly
announce the result of any revisions to any of the forward-looking
statements included herein to reflect future events or developments.
