<PAGE>
October 3, 1994
VIA EDGAR
- ---------
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: NationsBank Corporation: Current Report on Form 8-K filed October 3, 1994
(CIK Number 0000070858) (Commission File Number 1-6523)
Ladies and Gentlemen:
Pursuant to the Securities and Exchange Act of 1934, as amended, and the
general rules and regulations thereunder, NationsBank Corporation hereby
transmits a Current Report on Form 8-K, reporting a September 28, 1994 event,
with exhibits (the "Current Report"), via the Electronic Data Gathering,
Analysis, and Retrieval ("EDGAR") system, for filing with the Securities and
Exchange Commission (the "Commission"). No filing fee is being paid in
connection with this filing.
By copy of this letter, we will deliver one complete manually signed copy of
the Current Report to each of the New York Stock Exchange and the Pacific Stock
Exchange.
If you have any questions with respect to the EDGAR filing or the paper
printout, please call me at (704) 386-4238. Thank you for your attention to
this matter.
Very truly yours,
Teresa Murphy Brenner
Senior Counsel
TMB: daj
Enclosures
cc (w/encl.): New York Stock Exchange, Inc.
Pacific Stock Exchange Incorporated
<PAGE>
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, AS AMENDED
Date of Report (Date of earliest event reported): September 28, 1994
NATIONSBANK CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
North Carolina 1-6523 56-0906609
----------------------- ------------ -------------------
(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
NationsBank Corporate Center, Charlotte, North Carolina 28255
------------------------------------------------------- --------
(Address of principal executive offices) Zip Code
(704) 386-5000
----------------------------------------------------
(Registrant's telephone number, including area code)
<PAGE>
ITEM 5. OTHER EVENTS.
On September 28, 1994, the Board of Directors (the "Board") authorized
NationsBank Corporation (the "Registrant") to purchase up to 20 million shares
of its common stock from time to time in open market or private transactions.
A copy of the related press release is attached hereto as Exhibit 99.1.
As previously announced and reported, on July 27, 1994, in addition to
the above authorization, the Board authorized the Registrant to purchase from
time to time in the open market (i) up to 10 million shares of its common stock
representing the number of shares of common stock it intends to issue for its
dividend reinvestment and stock purchase plan ("DRIP") and its various employee
benefit plans, during the twelve month period following the authorization, and
(ii) up to 1.2 million shares of common stock to be issued in connection with
its proposed acquisition of RHNB Corporation ("RHNB"). As of September 21,
1994, the Registrant had purchased 2,300,000 shares of its common stock for use
with the DRIP, various employee benefit plans and the proposed acquisition of
RHNB.
<PAGE>
Exhibit No. Description of Exhibit
- ----------- ----------------------
99.1 Press Release dated September 29, 1994
with respect to the purchase of up to
20 million shares of NationsBank Corporation's
common stock from time to time in open
market or private transactions.
<PAGE>
Signatures
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
NATIONSBANK CORPORATION
By: /s/ Charles M. Berger
-------------------------
Charles M. Berger
Deputy General Counsel
Dated: October 3, 1994
<PAGE>
Exhibit 99.1
------------
NATIONSBANK CORPORATION NEWS RELEASE
NATIONSBANK CORPORATE CENTER
CHARLOTTE, NC 28255
FOR IMMEDIATE RELEASE
September 29, 1994 -- NationsBank Corporation announced today its board has
authorized the company to purchase up to 20 million shares of its common stock
from time to time in open market or private transactions.
NationsBank said the purchased shares will be retired for future reissuance.
As of June 30, 1994, NationsBank had $164 billion in assets and 276 million
shares outstanding.
# # #
Media Contact: Tim Lubinsky
Corporate Communications
Office Telephone: (704) 386-4330
Fax:(704) 386-9912
