SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-C
Report by Issuer of Securities Quoted on NASDAQ
Interdealer Quotation System
Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 and Rule 13a-17
or 15d-17 thereunder
Old Kent Financial Corporation
(Exact name of issuer as specified in charter)
One Vandenberg Center
111 Lyon Street, N.W.
Grand Rapids, Michigan 49503
(Address of principal executive offices)
(616) 771-5000
(Issuer's telephone number, including area code)
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of 5% or more in the
number of shares outstanding:
1. Title of security: Common Stock, $1 par value
2. Number of shares outstanding before the change: 40,359,552
3. Number of shares outstanding after the change: 42,996,369 (1)
4. Effective date of change: February 1, 1995
5. Method of change: Merger of First National Bank Corp. with
and into Old Kent Financial Corporation
______________________
(1)The number of shares to be issued in the Merger is based on an exchange
rate. Old Kent Financial Corporation will not issue fractional shares in
the Merger. The number of fractional shares resulting from the Merger has
not yet been determined. The number of shares reported is the maximum
number of shares that could be issued in the Merger without reduction to
eliminate fractional shares. The actual number of shares outstanding after
the change is expected to be less than the number of shares reported.
OLD KENT FINANCIAL CORPORATION
DATE: February 9, 1995 By /s/ Albert T. Potas
Albert T. Potas, Senior Vice President
and Controller
