July 8, 1996
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N. W.
Washington, D. C. 20549
Re: Hibernia Corporation
Current Report on Form 8-K
Commission File No. 1-10294
Dear Sirs:
Pursuant to rules and regulations adopted under the
Securities Exchange Act of 1934, as amended (the "Act"),
transmitted hereby for filing, on behalf of Hibernia Corporation
(the "Company"), is a Current Report on Form 8-K.
Pursuant to Section 13(a) of the Act, by copy hereof we are
filing with the New York Stock Exchange, the national securities
exchange on which the Common Stock of the Company is listed and
traded, two complete copies, including exhibits. Pursuant to
General Instruction E to Form 8-K, such complete copy being filed
with the Exchange has been manually signed on behalf of the
Company.
Please call the undersigned at (504) 533-2486 if you have
any questions concerning this filing.
Very truly yours,
/s/ PATRICIA C. MERINGER
Patricia C. Meringer
Corporate Counsel and
Secretary
PCM/gbp
Enclosure
cc: Joseph Lomnicky
Ron E. Samford, Jr.
Stephen D. M. Schuetz
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 8, 1996
________________
June 26, 1996
Hibernia Corporation
________________________________________________________________
(Exact name of issuer as specified in its charter)
Louisiana 1-10294 72-0724532
________________ _____________ _______________
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
organization)
313 Carondelet Street, New Orleans, Louisiana 70130
_______________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (504) 533-2486
Page 1
Item 5. Other Events.
On June 26, 1996, the Registrant announced in a joint press
release with Texarkana National Bancshares, Inc. ("Texarkana"), a
Texas bank holding company, that it had agreed to a merger with
Texarkana, which is headquartered in Texarkana, Texas. The merger
is subject to certain regulatory and other approvals, including
approval by the shareholders of Texarkana.
EXHIBIT INDEX
Exhibit Page
Number Description Number
________ ___________ ______
28.29 News Release issued by the Registrant
on June 26, 1996 3
SIGNATURE
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.
HIBERNIA CORPORATION
(Registrant)
Date: July 8, 1996 By: /s/ PATRICIA C. MERINGER
Patricia C. Meringer
Corporate Counsel and
Secretary
Page 2
EXHIBIT 28.29
NEWS RELEASE
HIBERNIA Texarkana
National
Bancshares, Inc.
MEDIA INQUIRIES: IMMEDIATE
Jim Lestelle -- Manager, June 26, 1996
Corporate Communications
Office: (504) 533-5482;
Home: (504) 488-8826
INVESTOR INQUIRIES:
Dana Combes -- Manager,
Investor and Government Relations
Office: (504) 533-2180
Home: (504) 895-8480
HIBERNIA, TEXARKANA NATIONAL BANCSHARES
SIGN DEFINITIVE AGREEMENT TO MERGE
NEW ORLEANS, LA, AND TEXARKANA, TX -- Hibernia Corporation
and Texarkana National Bancshares, Inc., parent of Texarkana
National Bank, today jointly announced that they have signed a
definitive agreement to merge.
The $406-million-asset Texarkana National Bank serves
customers in Bowie and Cass counties in northeast Texas and
Miller County in southwest Arkansas. The transaction would give
Hibernia its first presence in Texas since 1992.
Founded in 1886, Texarkana National Bank is the leading bank
in Bowie County, with 47% of the deposits and nine banking
locations in Texarkana and a 10th scheduled to open in Atlanta,
Texas, July 15. "We view the move into Texarkana as a natural
and logical extension of our strong presence in the
Shreveport/Bossier City market in northwest Louisiana," said
Stephen A. Hansel, Hibernia president and CEO. "Northeast Texas
contains a number of markets with economic and demographic
characteristics which compare favorably to Louisiana and very
favorably to other markets which are contiguous to Louisiana."
The partnership is both strategically and financially
compelling, the two factors that drive Hibernia's expansion
program.
Page 3
Exhibit 28.29
Page 2
Strategically, the northeast Texas economy, like
Shreveport/Bossier City, is "stable and diverse and includes a
strong base in manufacturing, health care, paper and timber,"
pointed out E. R. "Bo" Campbell, chairman of Hibernia's Northern
Region, which includes Shreveport/Bossier City. Within a 125-
mile radius of Shreveport are approximately 450 companies with
sales of more than $10 million annually, middle-market businesses
Hibernia targets with a variety of products. Also like
Louisiana, northeast Texas is home to the types of small
businesses Hibernia is successfully serving in Louisiana through
its nationally recognized small-business banking program. Within
the same radius are more than 1,200 businesses with sales of less
than $10 million annually.
"Financially, the transaction gives Hibernia the best
available franchise in northeast Texas, with a good core deposit
base and loan growth among the strongest in Texas," Campbell
added.
Texarkana shareholders would receive Hibernia stock valued
at $100.75 per share of Texarkana stock subject to a minimum
exchange ratio of 8.2 shares and a maximum of 8.8 shares of
Hibernia stock for each Texarkana share outstanding on the merger
date. The tax-free pooling of interests is valued at
approximately $77 million. The merger is subject to approvals by
regulators and Texarkana shareholders and should be completed by
year-end.
"For more than a century, Texarkana National Bank has made
customer service and community banking its top priority," said
chairman James R. Murphy. "I know our customers will appreciate
Hibernia's focus on providing outstanding service, and our
employees will like the ways Hibernia is working to become the
employer of choice in all of its markets."
Bob Flurry, Northern Region president, emphasized that
Texarkana National Bank's customer service philosophy matches
what Hibernia is building across Louisiana.
Page 4
Exhibit 28.29
Page 3
"Like all of our Louisiana merger partners, Texarkana will
add its considerable strengths to Hibernia's strengths," he said.
It emphasizes consumer and commercial lending, including middle-
market commercial and multi-family residential real estate
lending. The transaction also includes a mortgage subsidiary,
Texarkana National Mortgage Co., Inc., a wholly owned subsidiary
of Texarkana National Bank. The mortgage operation has an
estimated 50% share of residential mortgage originations in the
area.
In addition to seven free-standing locations, the bank also
has an office in a Wal-Mart Superstore and another in Central
Mall, the city's only retail shopping center.
Murphy will continue as Texarkana's chairman, and Robert G.
Fuller will serve as president.
Texarkana customers should continue using their checks,
making loan payments and conducting other transactions as usual.
Additional mergers with St. Bernard Bank and Trust in
suburban New Orleans and Calcasieu Marine National Bank in
southwest Louisiana would increase assets to approximately $8.9
billion. Hibernia then would have 197 banking locations in 29
Louisiana parishes and one Texas county. Hibernia's Louisiana
markets represent approximately 88% of the state's population and
deposits. It would be either first, second or third in deposit
market share in 24 of these parishes and in one Texas county.
Its statewide Louisiana market share would be more than 17%.
The company's common stock (HIB) is listed on the New York
Stock Exchange.
Page 5
