<PAGE> 1
FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
February 2, 1999
------------------------
(Date of Report)
NATIONAL CITY CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-10074 34-1111088
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission IRS Employer
of incorporation) File Number) Identification No.)
1900 East Ninth Street, Cleveland, Ohio 44114
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(216) 575-2000
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
<PAGE> 2
Item 5. Other Events
------------
Filing of Certain Materials
- ---------------------------
Pursuant to Rule 424(b)(5) under the Securities Act of 1933, on January
29, 1999, National City Corporation (the "Company") filed a prospectus and a
prospectus supplement with the Securities and Exchange Commission relating to
its 5 3/4% Subordinated Notes due February 1, 2009 (the "Notes").
Incorporation of Certain Documents by Reference
- -----------------------------------------------
The consolidated financial statements of First of America Bank
Corporation ("FOA") in FOA's annual report on Form 10-K as of December 31, 1997,
and for each of the years in the two-year period ended December 31, 1997,
incorporated by reference in the prospectus supplement, have been incorporated
by reference in reliance on the report of KPMG LLP, independent certified
public accountants, incorporated by reference, and upon the authority of said
firm as experts in accounting and auditing.
In connection with the issuance of the Notes, the Company is filing
herewith the consent of KPMG LLP to the use of their name and incorporation by
reference of their report in a registration statement filed on January 29, 1999
pursuant to Rule 462(b) of the Securities and Exchange Act of 1934 (No.
333-71403) and in the prospectus supplement relating to the issuance of the
Notes. The consent of KPMG LLP is attached hereto as Exhibit 23.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
-------------------------------------------------------------------
Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
23 Consent of KPMG LLP
<PAGE> 3
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.
Dated: February 2, 1999 By /s/ Carlton E. Langer
--------------------
Carlton E. Langer
Vice President
and Assistant Secretary
<PAGE> 1
Exhibit 23
CONSENT OF INDEPENDENT ACCOUNTANTS
----------------------------------
The Board of Directors
National City Corporation:
We consent to the use of our report relating to First of America Bank
Corporation incorporated by reference in this Form 8-K relating to the
prospectus supplement dated January 29, 1999 for the 5 3/4% senior subordinated
notes of National City Corporation and to the reference of our firm under the
heading "Experts" in the prospectus supplement.
/s/ KPMG LLP
Chicago, Illinois
January 29, 1999
