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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
Date of Report (Date of earliest event reported) September 14, 1998
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First Chicago NBD Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-7127 38-1984850
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One First National Plaza, Chicago, IL 60670
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(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code 312-732-4000
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Item 5. Other Events
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The Registrant hereby incorporates by reference the information contained
in Attachment A hereto in response to this Item 5.
Pursuant to the requirements of the Securities Exchange Act of l934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
First Chicago NBD Corporation
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(Registrant)
Date: September 15, 1998 By: /s/ M. Eileen Kennedy
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Title: Senior Vice President and
Treasurer
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Attachment A
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CHICAGO AND COLUMBUS, Sept. 15, 1998 Shareholders have approved the merger
of equals of BANC ONE CORPORATION and First Chicago NBD Corporation in separate
meetings today, the companies announced.
A total of 98 percent of BANC ONE shareholders voting approved the merger
as did 93 percent of First Chicago NBD shareholders who voted.
In other significant action, the Federal Reserve Board approved the merger
on July 14, 1998. As previously announced, the Department of Justice endorsed
the companies' divestiture plan last week.
The merger is expected to be completed in October.
In addition, the companies today announced the composition of the post-
merger, 22-member Board of Directors for BANK ONE, comprised of 11 from BANC
ONE's board and 11 from First Chicago NBD's board. Joining Verne G. Istock and
John B. McCoy as inside directors will be Vice Chairmen Richard J. Lehmann and
David J. Vitale.
The entire board will stand for election at BANK ONE's first annual meeting
in May, 1999, and annually thereafter.
BANK ONE CORPORATION will be the nation's fifth-largest bank holding
company with assets of more than $240 billion and managed assets of more than
$280 billion. It will be a major corporate bank nationally and in selected
international markets, the nation's second-largest credit card company, the
leading retail bank in eight states and the leading business bank in the Midwest
and Arizona, and the third-largest bank mutual fund company.
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BANK ONE CORPORATION BOARD
John H. Bryan Siegfried Buschmann
Chairman, Chief Executive Chairman, Chief Executive
Sara Lee Corp. The Budd Co.
Chicago Troy, Mich.
James S. Crown Bennett Dorrance
General Partner Private investor
Henry Crown and Company Chairman, Managing Director
Chicago DMB Associates
Phoenix
Dr. Maureen A. Fay, O.P. John R. Hall
President Retired Chairman, Chief Executive
University of Detroit Mercy Ashland, Inc.
Detroit Ashland, Ky.
Verne G. Istock Laban P. Jackson Jr.
Chairman* Chairman, Chief Executive
BANK ONE CORPORATION Clear Creek Properties, Inc.
Chicago Lexington, Ky.
John W. Kessler Richard J. Lehmann
Chairman Vice Chairman*
The New Albany Company BANK ONE CORPORATION
Columbus, Ohio Chicago
William G. Lowrie Richard A. Manoogian
President Chairman, Chief Executive
Amoco Corp. Masco Corp.
Chicago Taylor, Mich.
William T. McCormick John B. McCoy
Chairman, Chief Executive President, Chief Executive*
CMS Energy Corp. BANK ONE CORPORATION
Dearborn, Mich. Chicago
Thomas E. Reilly Jr. John W. Rogers Jr.
Chairman, Chief Executive Chairman, President
Reilly Industries, Inc. Ariel Capital Management, Inc.
Indianapolis, Ind. Chicago
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Thekla R. Shackelford Alex Shumate
Education Consultant Office Managing Partner
Columbus, Ohio Squire, Sanders & Dempsey
Columbus, Ohio
Frederick P. Stratton Jr. John C. Tolleson
Chairman, Chief Executive Former Chairman, Chief Executive
Briggs & Stratton Corp. First USA, Inc.
Milwaukee, Wis. Dallas
David J. Vitale Robert D. Walter
Vice Chairman* Chairman, Chief Executive
BANK ONE CORPORATION Cardinal Health, Inc.
Chicago Columbus, Ohio
*Reflects title in BANK ONE once merger is completed.
