NATIONSBANK CORP
8-K, 1997-10-20
NATIONAL COMMERCIAL BANKS
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    As filed with the Securities and Exchange Commission on October 20, 1997
    ------------------------------------------------------------------------
                                        
                                        
                       SECURITIES AND EXCHANGE COMMISSION
                                        
                             WASHINGTON, D.C. 20549
                                        
                       ___________________________________
                                        
                                    FORM 8-K
                                        
                                 CURRANT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                                        
                Date of Report (Date of earliest event reported):
                                October 14, 1997
                                        
                             NATIONSBANK CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)
                                        
                                 North Carolina
         --------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)
                                        
                                     1-6523
                            ------------------------
                            (Commission File Number)
                                        
                                   56-0906609
                        ---------------------------------
                        (IRS Employer Identification No.)
                                        
                          NationsBank Corporate Center
                            Charlotte, North Carolina
                    ----------------------------------------
                    (Address of principal executive offices)
                                        
                                      28255
                                   ----------
                                   (Zip Code)
                                        
                                 (704) 386-5000
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


     ITEM 5.   OTHER EVENTS.

      Release  of  Third  Quarter Earnings.  On October  14,  1997,  NationsBank
      -------------------------------------
Corporation, the registrant (the "Registrant"), announced financial results  for
the  third  quarter  of  fiscal 1997, reporting earnings  of  $788  million  and
earnings per common share of $1.11.  A copy of the press release announcing  the
results of the Registrant's fiscal quarter ended September 30, 1997 is filed  as
Exhibit 99.1 to this Current Report on Form  8-K.

     ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

     (c)  Exhibits.

          The following exhibits are filed herewith:

     EXHIBIT NO.    DESCRIPTION OF EXHIBIT
     -----------    ----------------------
     99.1           Press  Release dated October 14, 1997 with respect  to
                    the  Registrant's financial results for the  fiscal  quarter
                    ended September 30, 1997.



                           SIGNATURE

      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/  Marc D. Oken
                                   ------------------------
                                   Marc D. Oken
                                   Chief Accounting Officer


Dated:  October 20, 1997


                                 EXHIBIT INDEX


Exhibit No.    Description of Exhibit
- -----------    ----------------------
99.1           Press Release dated October 14, 1997 with respect to the
               Registrant's financial results for the fiscal quarter ended
               September 30, 1997.


FOR IMMEDIATE RELEASE                                             EXHIBIT 99.1

NATIONSBANK REPORTED 26 PERCENT INCREASE IN NET INCOME TO $788 MILLION IN THIRD
QUARTER 1997

CHARLOTTE, NC, October 14, 1997 -- NationsBank third-quarter net income
increased 26 percent from the year-ago quarter to $788 million, or $1.11 per
common share, reflecting growth in revenue, cost containment and the benefit
from recent acquisitions.

"Diversified revenue streams and our disciplined attention to expense control
have generated increased earnings for our company," said Hugh L. McColl Jr.,
chief executive officer.

"We look forward to leveraging our business strengths across a customer base
expanded by the addition of Montgomery Securities and the pending merger with
Barnett Banks," McColl added.

Net income for the first nine months of 1997 rose 30 percent to $2.26 billion,
or $3.13 per common share.  This compared to net income of $1.74 billion, or
$2.91 per common share, in the first nine months of 1996.  Excluding a merger-
related charge in the first quarter of 1996, operating net income and earnings
per share for the first nine months of 1996 were $1.82 billion and $3.04,
respectively.

Third quarter 1997 results included the benefit of several acquisitions
completed in 1996 and early 1997, primarily the acquisition of Boatmen's
Bancshares, Inc. on January 7, 1997.

Earnings Highlights (third quarter 1997 compared to third quarter 1996 results)
- -------------------
*    Cash basis earnings (net income excluding amortization of intangibles)
     were $1.27 per common share, up 13 percent from $1.12 per share
*    Return on average tangible common shareholders' equity increased
     840 basis points to 32.0 percent, from 23.6 percent
*    Noninterest income increased 38 percent to $1.22 billion driven by
     increases in all major categories
*    The cash basis efficiency ratio improved to 52.0 percent from 54.6 percent,
     reflecting successful integration efforts and expense containment

Reported Earnings
- -----------------
NationsBank earned $788 million in the third quarter of 1997.  This represented
a 26-percent increase over the $625 million earned in the third quarter 1996.
Earnings per common share for the third quarter 1997 rose 5 percent to $1.11,
from $1.06 in the year-ago quarter.  Return on average common shareholders'
equity was 15.9 percent in the third quarter 1997, down from 19.0 percent in the
year-ago quarter, due primarily to the equity issued in the Boatmen's
Bancshares, Inc. acquisition.

Cash Basis Earnings
- -------------------
Cash basis earnings increased 37 percent to $899 million in the third quarter of
1997, or $1.27 per common share.  This compared to $658 million, or $1.12 per
common share, in the third quarter 1996. The return on average tangible common
shareholders' equity rose to 32.0 percent in the third quarter 1997, from 23.6
percent in the year-ago quarter.

Net Interest Income
- -------------------
In the third quarter of 1997, taxable-equivalent net interest income increased
24 percent to $2 billion compared to third quarter 1996.  The growth was
achieved through a 21-percent increase in average loans and leases and an 11-
basis-point expansion in the net interest yield.  The improvement in the net
interest yield to 3.80 percent from 3.69 percent was primarily the result of the
improved contribution of the securities portfolios and deposit expense
management efforts.

Noninterest Income
- ------------------
Noninterest income rose 38 percent to $1.22 billion in the third quarter of
1997.  This growth was attributable to higher levels of income from virtually 
all areas, including deposit accounts, asset management and fiduciary service 
fees, trading, investment banking and a gain on the sale of a credit card 
portfolio.

Efficiency
- ----------
In the third quarter of 1997, the cash basis efficiency ratio improved
approximately 260 basis points to 52.0 percent, compared to 54.6 percent in the
third quarter 1996.  Including the amortization of intangibles, the efficiency
ratio was 55.5 percent in the third quarter 1997 compared to 55.9 percent in
1996.

Credit Quality
- --------------
Total nonperforming assets were $1.27 billion on September 30, 1997, or .91
percent of net loans, leases and factored receivables and other real estate
owned, compared to .93 percent of net levels on September 30, 1996.  The
allowance for credit losses totaled $2.78 billion at quarter-end, equaling 252
percent of nonperforming loans, compared to $2.32 billion, or 236 percent, one
year earlier.  In the third quarter of 1997, provision for credit losses was
$190 million.  Net charge-offs for the quarter were $199 million or .53 percent
of average net loans, leases and factored receivables, compared to .44 percent
in the third quarter 1996.

Capital Strength
- ----------------
Total shareholders' equity was $20.32 billion on September 30, 1997.  This
represented 8.38 percent of period-end assets, compared to 7.09 percent at
September 30, 1996.  Book value per common share rose 26 percent to $28.73 at
the end of the third quarter 1997 from third quarter 1996.

NationsBank Corporation, headquartered in Charlotte, N.C., is a bank holding
company that provides financial products and services nationally and
internationally to individuals, businesses, corporations, institutional
investors and government agencies.  NationsBank has primary retail and
commercial banking operations in 16 states and the District of Columbia.  As of
September 30, 1997, NationsBank had total assets of $242 billion.

<TABLE>
NATIONSBANK CORPORATION FINANCIAL HIGHLIGHTS

<CAPTION>
                                        THREE MONTHS        NINE MONTHS
                                    ENDED SEPTEMBER 30  ENDED SEPTEMBER 30
                                       1997      1996     1997     1996(1)
                                    --------------------------------------
    FINANCIAL SUMMARY
    (In millions except per-share data)

    <S>                                <C>       <C>     <C>      <C>
    Net income                         $788      $625    $2,259   $1,743
     Earnings per common share         1.11      1.06      3.13     2.91
     Fully diluted earnings
      per common share                 1.08      1.05      3.04     2.87
    Cash basis earnings (2)             899       658     2,582    1,834
     Cash basis earnings per share     1.27      1.12      3.58     3.06
     Cash basis fully diluted
     earnings per share                1.23      1.11      3.48     3.02
    Average common shares issued    708.278   585.266   719.489  595.545
    Average fully diluted common
     shares issued                  728.373   596.135   741.455  606.154
    Price per share of common
     stock at period end           $61.8750  $43.4375  $61.8750 $43.4375
    Common dividends paid               232       169       714      518
    Common dividends paid per share     .33       .29       .99      .87
    Preferred dividends paid              2         3         9       11

    EARNINGS SUMMARY
    (Taxable-equivalent in millions)

    Net interest income              $2,001    $1,616    $5,996   $4,811
    Provision for credit losses        (190)     (145)     (570)    (455)
    Gains on sales of securities         19        26        91       34
    Noninterest income                1,224       886     3,502    2,688
    Other real estate owned expense      (5)       (6)       (7)     (13)
    Noninterest expense              (1,788)   (1,400)   (5,396)  (4,317)

    Income before income taxes         1,261      977     3,616    2,748
    Income taxes - including
     FTE adjustment*                     473      352     1,357    1,005
    Net income                          $788     $625    $2,259   $1,743

    *FTE adjustment                     $29       $21       $86      $72

    AVERAGE BALANCE SHEET SUMMARY
    (In billions)

    Loans and leases, net          $146.536  $121.197  $147.109 $122.729
    Managed loans and leases, net   151.929   126.666   152.521  126.662
    Securities held for investment    1.424     3.173     1.662    3.730
    Securities available for sale    24.625    16.388    22.086   19.227
    Total securities                 26.049    19.561    23.748   22.957
    Earning assets                  209.678   174.299   208.846  179.465
    Total assets                    241.867   197.923   241.526  203.093
    Noninterest-bearing deposits     31.901    24.190    31.185   24.000
    Interest-bearing deposits       100.750    83.525   102.902   84.200
    Total deposits                  132.651   107.715   134.087  108.200
    Shareholders' equity             19.678    13.133    20.126   13.276
    Common shareholders' equity      19.619    13.014    20.013   13.163


    OTHER FINANCIAL DATA

    Net interest yield                 3.80%     3.69%     3.84%    3.58%
    Return on average assets           1.29      1.26      1.25     1.15
    Return on average
     tangible assets                   1.53      1.34      1.48     1.22
    Return on average common
     shareholders' equity             15.91     19.00     15.03    17.58
    Return on average tangible
     common shareholders' equity      31.96     23.56     29.55    21.56
    Total equity to assets ratio
     (period-end)                      8.38      7.09      8.38     7.09
    Gross charge-offs (in millions)    $283      $194      $793     $628
    Net charge-offs (in millions)       199       135       567      447
     % of average loans, leases and
     factored accounts receivable, net  .53%      .44%      .51%     .48%
    Managed credit card net charge-offs
     as a % of average managed credit
     card receivables                  6.74%     4.67%     6.36%    4.29%
    Efficiency ratio                  55.47     55.92     56.82    55.97
    Cash basis efficiency ratio       52.04     54.63     53.42    54.75

    (1) 1996 results included a merger-related charge of $118
        million($77 million, net of tax, or $.13 per common share).
    (2) Cash basis earnings equal net income excluding amortization
        of intangibles.
</TABLE>

<TABLE>
<CAPTION>
                                                    SEPTEMBER 30
                                                   1997      1996
                                                 ------------------
    BALANCE SHEET SUMMARY
    (In billions)

    <S>                                          <C>       <C>
    Loans and leases, net                        $138.352  $120.829
    Securities held for investment                  1.301     3.035
    Securities available for sale                  34.239    13.334
    Total securities                               35.540    16.369
    Earning assets                                212.176   167.284
    Factored accounts receivable                    1.230     1.249
    Mortgage servicing rights                       1.186      .944
    Goodwill, core deposit and
     other intangibles                              8.404     2.002
    Total assets                                  242.437   187.671

    Noninterest-bearing deposits                   33.010    25.990
    Interest-bearing deposits                      97.437    82.142
    Total deposits                                130.447   108.132
    Shareholders' equity                           20.317    13.304
    Common shareholders' equity                    20.262    13.186
     Per common share (not in billions)             28.73     22.88

    Risk-based capital
     Tier 1 capital                               $13.451   $11.128
     Tier 1 capital ratio                            7.00%     7.05%
     Total capital                                $22.221   $19.031
     Total capital ratio                            11.56%    12.05%

    Leverage ratio                                   6.16%     6.30%

    Common shares issued (in millions)            705.348   576.224

    Allowance for credit losses                    $2.783    $2.319
    Allowance for credit losses
     as % of net loans, leases
     and factored accounts receivable                1.99%     1.90%
    Allowance for credit losses
     as % of nonperforming loans                   251.74    235.64
    Nonperforming loans                            $1.106     $.984
    Nonperforming assets                            1.266     1.135
    Nonperforming assets as % of:
     Total assets                                     .52%      .61%
     Net loans, leases, factored accounts
      receivable and other real estate owned          .91%      .93%
    OTHER DATA

    Full-time equivalent headcount                 78,097    63,142
    Banking centers                                 2,583     1,980
    ATMs                                            6,052     3,609
</TABLE>

<TABLE>

    BUSINESS UNIT RESULTS - Three months ended September 30, 1997
    (in millions)

<CAPTION>
                         General Bank   Global Finance   Financial Services
                         ------------   --------------   ------------------
    <S>                   <C>     <C>      <C>   <C>          <C>    <C>
    Total revenue         $2,389  75%      $628  20%          $174   5%
    Net income               530  67%       196  24%            35   4%
    Return on average
     tangible equity          32%            18%                14%
    Average loans and
     leases, net         $94,882  65%   $43,527  30%        $8,698   5%
</TABLE>




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