FIRST UNION CORP
8-K, 1999-07-30
NATIONAL COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)           July 29, 1999
                                                 -------------------------------

                             First Union Corporation
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

       North Carolina                    1-10000                 56-0898180
- --------------------------------------------------------------------------------
(State or other jurisdiction           (Commission             (IRS Employer
      of incorporation)                File Number)         Identification No.)

             One First Union Center
           Charlotte, North Carolina                    28288-0013
- --------------------------------------------------------------------------------
    (Address of principal executive offices)            (Zip Code)

Registrant's telephone number, including area code         (704)374-6565
                                                 -------------------------------

- --------------------------------------------------------------------------------
        (Former name or former address, if changed since last report.)

<PAGE>

Item 5. Other Events.

      On July 29, 1999, First Union Corporation  Chairman and CEO Edward E.
Crutchfield announced that G. Kennedy Thompson, 48 has been elected by First
Union's Board of Directors to become the President of First Union following the
upcoming retirement of John R. Georgius, who will retire as First Union's
President and as a director effective as of December 31, 1999. Thompson was
also elected to First Union's Board of Directors effective immediately. A copy
of the news release for the announcement is being filed as Exhibit (99) to this
report. The news release is incorporated herein by reference.


<PAGE>

Item 7.  Financial Statements and Exhibits.

      (c) Exhibits.

            (99)  The News Release.

                                   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 UNION CORPORATION


      Date: July 30, 1999                       By:  /s/ Kent S. Hathaway
                                                    -------------------------
                                                    Name:  Kent S. Hathaway
                                                    Title: Senior Vice President
<PAGE>
                                  Exhibit Index

      Exhibit No.                         Description
      -----------                         -----------

      (99)                                The News Release.

Thursday                      Media Contact:   Virginia Mackin
July 29, 1999                                  704-383-3715 (office)
                                               704-896-1044 (home)
                              Analyst Contact: Alice Lehman
                                               704-374-4139

FIRST UNION NAMES G. KENNEDY THOMPSON PRESIDENT

CHARLOTTE - First Union Chairman and CEO Edward E. Crutchfield announced today
that G. Kennedy Thompson, 48, has been elected by the Board of Directors to
become the President of the Corporation following the upcoming retirement of
John R. Georgius. Georgius will retire December 31, 1999, following 36 years in
the banking industry, including 24 years of service at First Union.

Thompson was elected to the First Union Board of Directors effective
immediately.

Thompson, 48, is currently Vice Chairman of the Corporation with responsibility
for Global Capital Markets, which includes First Union's funds management
activities, specialized industry finance, risk management products, syndicated
loans, public and private finance, securitizations and asset-backed finance,
equity and debt underwriting, merger and acquisition advisory services, and
other investment banking products and services.

Thompson joined First Union in 1976 and held several key management positions
within First Union's Commercial Bank during the early years of his career and
was head of Human Resources. He later served as President of First Union's
Georgia and Florida banks before being named Managing Director of Capital
Markets in 1996.

"As a leader in our commercial bank and as President of our Florida bank, Ken
achieved tremendous success as First Union expanded into new markets and
attracted new customers. His leadership role in Capital Markets has been a key
factor in advancing and increasing our business in a challenging global
marketplace," said Edward E. Crutchfield, Chairman and CEO.

"We have a strong management team with great depth at First Union," Crutchfield
said. "Over the years, we have focused considerable attention on developing our
management team for the future. Ken's selection to succeed John as President is
proof of the talent we have within our organization."

"John has contributed tirelessly to the growth and success of First Union over
the past 24 years." said Crutchfield. "But he has expressed a desire to retire
and pursue other interests at this point in his life. We respect his decision,
deeply appreciate his contributions and wish him every success in the future."

"I'm proud of First Union's growth and accomplishments and I'm confident in the
direction the company is going," said Georgius. "We have a team of very
talented, dedicated professionals who are devoted to serving the customers,
shareholders and communities that we serve."

<PAGE>

Georgius began his banking career in 1963 and joined First Union in 1975. He has
led all of First Union's state banking operations, its growing Capital
Management Group (which includes First Union's retail brokerage, mutual funds,
trust and insurance products), the consumer banking group (including mortgage,
card products and telephone banking), the automation and operations group and
other staff functions.

For the second quarter, First Union earned $873 million on an operating basis,
which represents an annualized return on average stockholder's equity of 21.25
percent and an annualized return on average assets of 1.56 percent. This
performance is among the best in the industry.

First Union (NYSE: FTU) is a leading provider of financial services to more than
16 million customers throughout the East Coast and the nation. At June 30, 1999,
First Union had assets of $230 billion and total stockholder's equity of $16
billion. The company operates full-service banking offices in Connecticut,
Delaware, Florida, Georgia, Maryland, New Jersey, New York, North Carolina,
Pennsylvania, South Carolina, Tennessee, Virginia and Washington, D.C.

                                     --END--


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