UNITED STATES
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
Date of Report (Date of earliest event reported)
July 11, 1997
BB&T Corporation
(Exact name of registrant as specified in its charter)
Commission file number : 1-10853
North Carolina 56-0939887
(State of incorporation) (I.R.S. Employer Identification No.)
200 West Second Street
Winston-Salem, North Carolina 27101
(Address of principal executive offices) (Zip Code)
(910) 733-2000
(Registrant's telephone number, including area code)
This Form 8-K has 11 pages.
<PAGE>
ITEM 5. OTHER EVENTS
The purpose of this Current Report on Form 8-K is to file BB&T
Corporation's Quarterly Performance Summary for the second quarter of
1997, including sections distributed to the media and a supplement
distributed to analysts.
EXHIBIT INDEX
Exhibit 99.1 Quarterly Performance Summary issued July 11, 1997
<PAGE>
July 11, 1997
FOR IMMEDIATE RELEASE
Contacts:
ANALYSTS MEDIA
B. Gloyden Stewart, Jr. Scott E. Reed Bob Denham
Senior Vice President Senior Executive Vice President Vice President
Investor Relations Chief Financial Officer Public Relations
(919) 246-4219 (910) 733-3088 (910) 733-2202
BB&T reports record earnings;
Earnings per share increase 15.2% for the 1st six months
WINSTON-SALEM, N.C. -- BB&T Corporation (NYSE:BBK) today reported second
quarter 1997 earnings of $86.0 million compared to second quarter 1996
earnings of $76.2 million, an increase of 13.0%. On a fully diluted per share
basis, BB&T earned $.77 in the second quarter, a 13.2% increase over 1996
earnings of $.68 per share. BB&T's results produced a return on average assets
of 1.54% and a return on average equity of 19.46%, compared to prior year
ratios of 1.50% and 18.77%, respectively.
For the six months ended June 30, 1997, BB&T reported net income of
$169.1 million, an increase of 14.2% over the earnings reported for the same
period a year earlier. Earnings per fully diluted share were $1.52 for the
six months, compared to $1.32 recorded in the prior year, an increase of
15.2%.
"We are extremely pleased with the results for the second quarter and the
first half of 1997," said Chairman and Chief Executive Officer John A.
Allison. "Our earnings growth continues to be driven by higher noninterest
income, a strong net interest margin and ongoing control of noninterest
expenses. In addition, the pace of our loan growth has increased during 1997,
while we have retained our excellent credit quality."
Noninterest income increased to $172.7 million for the six months, up
21.6% from the $142.1 million earned last year. The net interest margin
increased to 4.58% in 1997 compared to 4.44% in 1996. The efficiency ratio, a
measure of productivity, improved to 51.1% for the first six months compared
to 53.4% reported last year. BB&T's efficiency ratio is in the top 10% of the
banking industry.
MORE
"Our success in growing noninterest income reflects our high standard of
service quality and our execution of the BB&T sales management process," said
Mr. Allison. "Approximately 23% of the households served by BB&T utilize at
least five products or services, compared to an industry norm of about 10%."
On July 1, BB&T completed the acquisition of United Carolina Bancshares
Corporation, giving BB&T the leading market share of deposits in the
Carolinas, where it ranks first in North Carolina and third in South Carolina.
"We are very excited to complete this merger and look forward to working with
new employees and serving new clients," said Mr. Allison. "Our ultimate goal
in pursuing this acquisition is to improve our financial performance and
strengthen our fundamental franchise value."
On May 1, BB&T announced plans to acquire Craigie Incorporated of
Richmond, Va. Craigie specializes in securities origination, trading and
distribution in both public and private markets. On May 6, BB&T announced
plans to purchase Virginia First Financial Corporation of Petersburg, Va.
Virginia First operates 24 banking offices through its banking subsidiary,
Virginia First Savings Bank, and 12 mortgage loan production centers in
Virginia and Maryland through its Virginia First Mortgage subsidiary. These
acquisitions affirm BB&T's growth strategy of expanding into Virginia as well
as into new lines of business.
BB&T, formerly Southern National Corporation, continued efforts to
solidify its brand identity during the quarter by changing the name of the
corporation. "We wanted to eliminate confusion in the marketplace and augment
our other efforts to develop the BB&T brand name," said Mr. Allison. BB&T's
common stock began trading under its new name and ticker symbol, "BBK," at the
start of business on Monday, May 19 on the New York Stock Exchange.
During the second quarter, BB&T's Board of Directors approved a 14.8%
increase in the quarterly dividend paid to shareholders to be effective August
1, 1997. The increase, to $.31 per share, marks the 25th consecutive year
that BB&T has declared an increase in the dividend.
On July 1, following the acquisition of UCB, BB&T Corporation had $27.5
billion in assets and $20.1 billion in deposits. BB&T will operate 485 banking
offices in the Carolinas and Virginia after its systems conversion of UCB in
September.
The price of BB&T Corporation's stock closed at $45.94 on July 10. For
additional information about BB&T's financial performance, products and
services, please visit our website at www.BBandT.com.
#
BB&T's news releases are available at no charge through PR Newswire's
Company News On-Call facsimile service. For a menu of BB&T's news releases or
to retrieve a specific release call 800-758-5804, extension 809325.
<TABLE>
QUARTERLY PERFORMANCE SUMMARY B. Gloyden Stewart, Jr.
BB&T Corporation (NYSE:BBK) Senior Vice President (919) 246-4219
Page 3 Investor Relations (919) 246-4871
<CAPTION>
For the Three Months Ended Increase / (Decrease)
(Dollars in thousands, except per share data) 6/30/97 6/30/96 $ %
INCOME STATEMENT
<S> <C> <C> <C> <C>
Interest income - taxable equivalent $ 457,110 $ 405,873 $ 51,237 12.6 %
Interest expense 215,072 190,104 24,968 13.1
Net interest income - taxable equivalent 242,038 215,769 26,269 12.2
Less: Taxable equivalent adjustment 12,583 8,446 4,137 49.0
Net interest income 229,455 207,323 22,132 10.7
Provision for loan & lease losses 19,000 13,261 5,739 43.3
Net interest income after provision
for loan & lease losses 210,455 194,062 16,393 8.4
Noninterest income 87,188 73,084 14,104 19.3
Noninterest expense 167,776 153,471 14,305 9.3
Income before income taxes 129,867 113,675 16,192 14.2
Provision for income taxes 43,831 37,508 6,323 16.9
Net income $ 86,036 $ 76,167 $ 9,869 13.0 %
PER SHARE DATA
Primary earnings $ .78 $ .69 $ .09 13.0 %
Fully diluted earnings .77 .68 .09 13.2
Weighted average shares - Primary 111,001,304 110,944,393
Fully diluted 111,282,139 111,230,630
Dividends paid on common shares $ .27 $ .23 $ .04 17.4 %
PERFORMANCE RATIOS
Return on average assets 1.54 % 1.50 %
Return on average equity 19.46 18.77
Net yield on earning assets (taxable equivalent) 4.59 4.49
Efficiency (taxable equivalent)* 50.9 53.0
For the Six Months Ended Increase / (Decrease)
(Dollars in thousands, except per share data) 6/30/97 6/30/96 $ %
INCOME STATEMENT
Interest income - taxable equivalent $ 882,943 $ 805,674 $ 77,269 9.6 %
Interest expense 413,092 382,202 30,890 8.1
Net interest income - taxable equivalent 469,851 423,472 46,379 11.0
Less: Taxable equivalent adjustment 22,597 16,514 6,083 36.8
Net interest income 447,254 406,958 40,296 9.9
Provision for loan & lease losses 36,000 24,661 11,339 46.0
Net interest income after provision
for loan & lease losses 411,254 382,297 28,957 7.6
Noninterest income 172,701 142,073 30,628 21.6
Noninterest expense 328,818 303,115 25,703 8.5
Income before income taxes 255,137 221,255 33,882 15.3
Provision for income taxes 86,033 73,237 12,796 17.5
Net income $ 169,104 $ 148,018 $ 21,086 14.2 %
PER SHARE DATA
Primary earnings $ 1.52 $ 1.34 $ .18 13.4 %
Fully diluted earnings 1.52 1.32 .20 15.2
Weighted average shares - Primary 111,284,838 109,635,195
Fully diluted 111,587,159 111,832,424
Dividends paid on common shares .54 .46 .08 17.4
PERFORMANCE RATIOS
Return on average assets 1.56 % 1.47 %
Return on average common equity 19.31 18.39
Return on average total equity 19.31 18.12
Net yield on earning assets (taxable equivalent) 4.58 4.44
Efficiency (taxable equivalent)* 51.1 53.4
NOTE: Applicable ratios are annualized.
* Excludes securities gains (losses) & foreclosed property expense.
</TABLE>
<PAGE>
<TABLE>
QUARTERLY PERFORMANCE SUMMARY B. Gloyden Stewart, Jr.
BB&T Corporation (NYSE:BBK) Senior Vice President (919) 246-4219
Page 4 Investor Relations (919) 246-4871
As of / For the Six Months Ended Increase / (Decrease)
(Dollars in thousands) 6/30/97 6/30/96 $ %
SELECTED BALANCE SHEET DATA
End of period balances
<S> <C> <C> <C> <C>
Securities, at carrying value* $ 5,617,377 $ 5,261,852 $ 355,525 6.8 %
Loans & leases* 15,861,955 14,143,518 1,718,437 12.1
Allowance for loan & lease losses 199,237 181,269 17,968 9.9
Other earning assets 17,228 22,209 (4,981) (22.4)
Total earning assets 21,465,298 19,482,208 1,983,090 10.2
Total assets 22,972,164 20,719,452 2,252,712 10.9
Noninterest-bearing deposits 2,122,241 1,946,849 175,392 9.0
Interest-bearing deposits 13,965,188 13,043,835 921,353 7.1
Total deposits 16,087,429 14,990,684 1,096,745 7.3
Short-term borrowed funds 2,201,296 1,906,065 295,231 15.5
Long-term debt 2,641,290 1,955,559 685,731 35.1
Total interest-bearing liabilities 18,807,774 16,905,459 1,902,315 11.3
Total shareholders' equity $ 1,755,431 $ 1,619,030 $ 136,401 8.4 %
Average balances
Securities, at amortized cost* $ 5,318,910 $ 4,966,587 $ 352,323 7.1 %
Loans & leases* 15,245,661 14,145,466 1,100,195 7.8
Other earning assets 32,990 14,170 18,820 132.8
Total earning assets 20,597,561 19,126,223 1,471,338 7.7
Total assets 21,889,714 20,277,439 1,612,275 8.0
Noninterest-bearing deposits 1,891,832 1,823,309 68,523 3.8
Interest-bearing deposits 13,407,293 12,723,687 683,606 5.4
Total deposits 15,299,125 14,546,996 752,129 5.2
Short-term borrowed funds 2,271,100 2,172,303 98,797 4.5
Long-term debt 2,282,761 1,645,608 637,153 38.7
Total interest-bearing liabilities 17,961,154 16,541,598 1,419,556 8.6
Common equity 1,765,955 1,612,199 153,756 9.5
Preferred equity -- 30,484 (30,484) NM
Total shareholders' equity $ 1,765,955 $ 1,642,683 $ 123,272 7.5 %
NOTES: All items referring to loans & leases include loans held for sale & are net of unearned income.
Applicable ratios are annualized.
* Balances reflect the securitization of $1.2 billion of loans during 1995 & 1996. The increase in end of period
loans, excluding the impact of these securitizations, was 13.5%. Average loan growth, excluding the impact of
the securitizations, was 12.6%.
NM - not meaningful.
</TABLE>
<PAGE>
<TABLE>
QUARTERLY PERFORMANCE SUMMARY B. Gloyden Stewart, Jr.
BB&T Crporation (NYSE:BBK) Senior Vice President (919) 246-4219
Page 5 Investor Relations (919) 246-4871
As of / For the Quarter Ended
(Dollars in thousands, except per share data)
<CAPTION>
6/30/97 3/31/97 12/31/96 9/30/96 6/30/96
INCOME STATEMENT
Interest income - taxable equivalent
<S> <C> <C> <C> <C> <C>
Interest & fees on loans & leases $ 361,785 $ 336,770 $ 327,724 $ 323,363 $ 323,747
Interest & dividends on securities 94,658 88,792 93,399 90,269 81,971
Interest on short-term investments 667 271 154 218 155
Total interest income - taxable
equivalent 457,110 425,833 421,277 413,850 405,873
Interest expense
Interest on deposits 148,098 140,950 142,900 144,489 136,870
Interest on short-term borrowed funds 32,092 26,971 24,334 24,594 27,472
Interest on long-term debt 34,882 30,099 30,759 28,842 25,762
Total interest expense 215,072 198,020 197,993 197,925 190,104
Net interest income - taxable
equivalent 242,038 227,813 223,284 215,925 215,769
Less: Taxable equivalent adjustment 12,583 10,014 9,326 8,348 8,446
Net interest income 229,455 217,799 213,958 207,577 207,323
Provision for loan & lease losses 19,000 17,000 15,500 13,500 13,261
Net interest income after provision for
loan & lease losses 210,455 200,799 198,458 194,077 194,062
Noninterest income
Service charges on deposits 31,145 30,600 28,223 27,340 26,804
Mortgage banking activities 9,873 10,486 9,518 6,992 8,542
Trust revenue 6,690 5,344 6,008 5,963 6,166
Agency insurance commissions 8,188 9,900 6,038 5,549 4,577
Other insurance commissions 3,149 3,059 3,072 2,943 2,566
Other nondeposit fees & commissions 21,076 18,720 17,941 17,780 17,491
Securities gains (losses), net 79 811 2,663 705 (154)
Other income 6,988 6,593 6,931 7,650 7,092
Total noninterest income 87,188 85,513 80,394 74,922 73,084
Noninterest expense
Personnel expense 78,947 81,058 77,086 74,599 75,787
Occupancy & equipment expense 28,749 26,776 26,629 26,750 25,091
Federal deposit insurance expense 1,193 1,135 -- 36,293 3,172
Foreclosed property expense 363 573 646 214 348
Amortization of intangibles
& servicing rights 5,060 3,870 4,275 2,482 2,792
Other noninterest expense 53,464 47,630 54,568 47,396 46,281
Total noninterest expense 167,776 161,042 163,204 187,734 153,471
Income before income taxes 129,867 125,270 115,648 81,265 113,675
Provision for income taxes 43,831 42,202 35,968 25,299 37,508
Net income $ 86,036 $ 83,068 $ 79,680 $ 55,966 $ 76,167
PER SHARE DATA
Primary earnings $ .78 $ .74 $ .72 $ .50 $ .69
Fully diluted earnings .77 .74 .72 .50 .68
Dividends paid on common shares .27 .27 .27 .27 .23
Book value per common share 16.30 16.07 15.82 15.18 14.82
NOTES: Net income, excluding nonrecurring items, was $77.2 million, or $.70 per fully diluted share, for the
third quarter of 1996.
</TABLE>
<PAGE>
<TABLE>
QUARTERLY PERFORMANCE SUMMARY B. Gloyden Stewart, Jr.
BB&T Corporation (NYSE:BBK) Senior Vice President (919) 246-4219
Page 6 Investor Relations (919) 246-4871
As of / For the Quarter Ended
<CAPTION>
(Dollars in thousands) 6/30/97 3/31/97 12/31/96 9/30/96 6/30/96
SELECTED BALANCE SHEET DATA
End of period balances
<S> <C> <C> <C> <C> <C>
Securities, at carrying value $ 5,617,377 $ 5,345,023 $ 5,261,507 $ 5,616,726 $ 5,261,852
Loans & leases 15,861,955 15,349,240 14,584,064 14,110,996 14,143,518
Allowance for loan & lease
losses 199,237 193,987 183,932 184,203 181,269
Other earning assets 17,228 29,349 20,986 7,862 22,209
Total earning assets 21,465,298 20,729,693 19,846,501 19,754,062 19,482,208
Total assets 22,972,164 22,052,195 21,246,562 21,096,557 20,719,452
Noninterest-bearing deposits 2,122,241 2,009,401 1,990,415 2,039,356 1,946,849
Interest-bearing deposits 13,965,188 13,546,695 12,963,499 12,979,056 13,043,835
Total deposits 16,087,429 15,556,096 14,953,914 15,018,412 14,990,684
Short-term borrowed funds 2,201,296 2,183,091 2,263,303 2,095,282 1,906,065
Long-term debt 2,641,290 2,273,288 2,051,767 2,050,211 1,955,559
Total interest-bearing
liabilities 18,807,774 18,003,074 17,278,569 17,124,549 16,905,459
Total shareholders' equity 1,755,431 1,753,437 1,729,169 1,656,806 1,619,030
Goodwill 100,561 91,717 54,409 38,596 38,681
Core deposit & other intangibles 7,415 7,782 9,003 7,312 7,700
Total intangibles 107,976 99,499 63,412 45,908 46,381
Mortgage servicing rights 46,362 50,855 37,074 35,549 29,786
Negative goodwill 36,054 37,613 39,172 40,732 42,291
Average balances
Securities, at amortized cost $ 5,471,813 $ 5,164,308 $ 5,408,963 $ 5,353,806 $ 4,975,231
Loans & leases 15,584,414 14,903,144 14,326,427 14,145,593 14,269,580
Other earning assets 45,936 19,900 11,213 14,983 10,780
Total earning assets 21,102,163 20,087,352 19,746,603 19,514,382 19,255,591
Total assets 22,417,372 21,356,193 21,031,881 20,703,073 20,400,678
Noninterest-bearing deposits 1,943,100 1,839,994 1,927,944 1,853,529 1,848,295
Interest-bearing deposits 13,622,413 13,189,783 13,090,127 13,139,545 12,741,060
Total deposits 15,565,513 15,029,777 15,018,071 14,993,074 14,589,355
Short-term borrowed funds 2,403,603 2,137,125 1,881,838 1,823,310 2,129,143
Long-term debt 2,403,913 2,160,263 2,161,321 1,977,109 1,779,639
Total interest-bearing
liabilities 18,429,929 17,487,171 17,133,286 16,939,964 16,649,842
Total shareholders' equity 1,773,560 1,758,266 1,709,689 1,642,720 1,631,951
RISK-BASED CAPITAL
Risk-based capital:
Tier 1 $ 1,624,067 $ 1,652,955 $ 1,666,481 $ 1,622,634 $ 1,606,263
Total 2,313,497 2,093,666 2,093,143 2,050,123 2,022,831
Risk-based capital ratios:
Tier 1 10.5 % 10.7 % 11.7 % 11.3 % 11.9 %
Total 14.9 13.6 14.7 14.3 15.0
Leverage capital ratio 7.3 7.8 8.0 7.9 7.9
PERFORMANCE RATIOS
Return on average assets 1.54 % 1.58 % 1.51 % 1.08 % 1.50 %
Return on average equity 19.46 19.16 18.54 13.55 18.77
Net yield on earning assets
(taxable equivalent) 4.59 4.56 4.52 4.42 4.49
Efficiency (taxable equivalent)* 50.9 51.3 54.0 53.3 53.0
Noninterest income as a percentage
of total income (taxable
equivalent)* 26.5 27.1 25.8 25.6 25.3
Equity as a percentage of total assets
end of period 7.6 8.0 8.1 7.9 7.8
Average earning assets as a percentage
of average total assets 94.1 94.1 93.9 94.3 94.4
Average loans & leases as a percentage
of average deposits 100.1 99.2 95.4 94.3 97.8
NOTES: All items referring to loans & leases include loans held for sale & are net of unearned income.
Applicable ratios are annualized.
* Excludes securities gains (losses) & foreclosed property expense & nonrecurring items.
</TABLE>
<PAGE>
<TABLE>
QUARTERLY PERFORMANCE SUMMARY B. Gloyden Stewart, Jr.
BB&T Corporation (NYSE:BBK) Senior Vice President (919) 246-4219
Page 7 Investor Relations (919) 246-4871
As of / For the Quarter Ended
(Dollars in thousands, except per share data)
<CAPTION>
6/30/97 3/31/97 12/31/96 9/30/96 6/30/96
ASSET QUALITY ANALYSIS
<S> <C> <C> <C> <C> <C>
Allowance For Loan & Lease Losses
Beginning balance $ 193,987 $ 183,932 $ 184,203 $ 181,269 $ 178,885
Allowance for acquired loans -- 3,811 -- -- --
Provision for loan & lease
losses 19,000 17,000 15,500 13,500 13,261
Charge-offs (17,064) (14,435) (19,159) (15,014) (14,150)
Recoveries 3,314 3,679 3,388 4,448 3,273
Ending balance $ 199,237 $ 193,987 $ 183,932 $ 184,203 $ 181,269
Nonperforming Assets
Nonaccrual loans & leases $ 59,928 $ 57,681 $ 59,717 $ 58,238 $ 63,703
Foreclosed real estate 10,055 9,938 9,023 7,166 4,926
Other foreclosed property 9,799 13,418 11,429 8,609 7,426
Nonperforming assets $ 79,782 $ 81,037 $ 80,169 $ 74,013 $ 76,055
Loans 90 days or more past due
& still accruing $ 25,337 $ 27,999 $ 32,052 $ 28,222 $ 18,025
Asset Quality Ratios
Nonaccrual loans & leases as
a percentage of total loans
& leases .38 % .38 % .41 % .41 % .45 %
Nonperforming assets as a percentage of:
Total assets .35 .37 .38 .35 .37
Loans & leases plus
foreclosed property .50 .53 .55 .52 .54
Net charge-offs as a percentage of
average loans & leases .35 .29 .44 .30 .31
Allowance for loan & lease losses as
a percentage of loans & leases 1.26 1.26 1.26 1.31 1.28
Ratio of allowance for loan & lease losses to:
Net charge-offs 3.61 x 4.45 x 2.93 x 4.38 x 4.14 x
Nonaccrual loans & leases 3.32 3.36 3.08 3.16 2.85
MEMO ITEMS
Unrealized appreciation (depreciation)
on securities available for sale,
net of tax $ 18,752 $ (4,102) $ 11,809 $ (11,736) $ (33,614)
Common stock prices (daily
close): High 47.13 40.75 36.75 33.88 31.75
Low 35.75 35.25 33.38 28.63 28.88
End of period 45.00 37.25 36.25 33.25 31.75
Weighted average shares - Primary 111,001,304 111,554,075 111,322,206 110,841,221 110,944,393
Fully diluted 111,282,139 111,554,075 111,393,144 111,013,052 111,230,630
End of period shares outstanding 107,698,079 109,138,628 109,297,489 109,112,010 109,224,753
End of period offices 420 423 419 425 432
As of / For the Six Months Ended Increase / (Decrease)
(Dollars in thousands) 6/30/97 6/30/96 $ %
Allowance For Loan & Lease Losses
Beginning balance $ 183,932 $ 175,588 $ 8,344 4.8 %
Allowance for acquired loans 3,811 -- 3,811 NM
Provision for loan & lease losses 36,000 24,661 11,339 46.0
Charge-offs (31,499) (25,311) 6,188 24.4
Recoveries 6,993 6,331 662 10.5
Ending balance $ 199,237 $ 181,269 $ 17,968 9.9 %
Asset Quality Ratios
Net charge-offs as a percentage of
average loans & leases .32 % .27 %
Ratio of allowance for loan & lease losses to
net charge-offs 4.03 x 4.75 x
NOTES: All items referring to loans & leases include loans held for sale & are net of unearned income.
Applicable ratios are annualized.
NM - not meaningful.
</TABLE>
<PAGE>
<TABLE>
QUARTERLY PERFORMANCE SUMMARY B. Gloyden Stewart, Jr.
BB&T Corporation (NYSE:BBK) Senior Vice President (919) 246-4219
Page 8 Investor Relations (919) 246-4871
For the Quarter Ended
<CAPTION>
6/30/97 3/31/97 12/31/96 9/30/96 6/30/96
INTEREST YIELDS/RATES (Taxable equivalent)
<S> <C> <C> <C> <C> <C>
Interest income:
Securities* 6.92 % 6.88 % 6.91 % 6.74 % 6.63 %
Loans & leases 9.31 9.14 9.11 9.10 9.13
Other earning assets 5.82 5.52 5.46 5.79 5.78
Total earning assets* 8.68 8.55 8.50 8.45 8.48
Interest expense:
Interest-bearing deposits 4.36 4.33 4.34 4.37 4.32
Short-term borrowed funds 5.36 5.12 5.14 5.37 5.19
Long-term debt 5.81 5.63 5.66 5.80 5.82
Total interest-bearing liabilities 4.68 4.59 4.60 4.65 4.59
Net yield on earning assets 4.59 % 4.56 % 4.52 % 4.42 % 4.49 %
NOTES: *Yields calculated based on securities at amortized cost.
</TABLE>
<TABLE>
As of
(Dollars in thousands) 6/30/97
DERIVATIVES: INTEREST RATE SWAPS, CAPS & FLOORS
<CAPTION>
Notional Receive Pay Unrealized
Type Amount Rate Rate Gains (Losses)
<S> <C> <C> <C> <C>
Receive fixed swaps $ 727,000 6.66 % 5.82 % $ 4,440
Pay fixed swaps 343,980 5.72 5.56 1,984
Basis swaps 50,000 5.56 5.46 (3)
Caps & floors 415,000 -- -- 1,120
Total $ 1,535,980 6.32 % 5.72 % $ 7,541
One Year One to After
Contractual Maturity Schedule Total or Less Five Years Five Years
Receive fixed swaps $ 727,000 $ 25,000 $ 202,000 $ 500,000
Pay fixed swaps 343,980 6,818 324,657 12,505
Basis swaps 50,000 50,000 -- --
Caps & floors 415,000 -- 355,000 60,000
Total $ 1,535,980 $ 81,818 $ 881,657 $ 572,505
</TABLE>
<PAGE>
S I G N A T U R E
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.
SOUTHERN NATIONAL CORPORATION
(Registrant)
By: /S/ SHERRY A. KELLETT
Sherry A. Kellett
Executive Vice President and Controller
(Principal Accounting Officer)
Date: July 11, 1997
