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
December 12, 1996
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(Date of earliest event reported)
BankAmerica Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-7377 94-1681731
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
Bank of America Center
555 California Street
San Francisco, California 94104
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(Address of principal executive offices) (Zip Code)
415-622-3530
(Registrant's telephone number, including area code)
4085226
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Item 5. Other Events.
On December 12, 1996 BankAmerica Corporation ("BAC") announced that it
will take a pre-tax charge of $280 million in the fourth quarter of 1996 as
the result of decisions to implement a number of restructurings of its
business activities. The charge will result in an after-tax effect on net
income of approximately $165 million for the quarter.
The restructuring charge reflects the latest decisions by BAC with
regard to its capital allocation strategy which calls for ongoing review of
its businesses and staff units to find ways to operate more efficiently
and to use capital more productively.
The charge will cover severance payments, premises and other costs
connected with the functions in the wholesale banking, retail banking and
staff support areas affected by the actions. Management expects that almost
all of these restructurings will be accomplished in 1997, and that the charge
will be recovered in cost savings by the end of 1998.
Approximately $130 million of the overall pre-tax charge relates to
changes in wholesale banking activities. The majority of this total results
from restructurings of BAC's business activities in Europe and Japan and of
its overall wholesale delivery infrastructure.
Approximately $100 million of the overall pre-tax charge relates to
changes in retail operations. A significant portion of the retail charge
will be incurred by closing approximately 120 branches in California during
1997.
Most of the remaining $50 million of the pre-tax charge relates to
staff support units, particularly the Finance, Mail Processing and Human
Resources functions.
The restructuring decisions contemplate an overall reduction of
approximately 3,700 positions companywide -- mostly in 1997. The number of
individuals actually leaving the company will depend on the effects of
natural attrition and availability and location of other positions that fit
the skills sets of those whose current positions are eliminated.
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The statements contained in this report about expected savings and other
effects of the restructurings are forward-looking statements which are
subject to risks and uncertainties that could cause actual results to differ
materially. These risks and uncertainties include unanticipated changes in
either the competitive environment or the costs associated with premises,
technology and other equipment. Investors should also consider information
on other risks and uncertainties contained in "Competition" and "Supervision
and Regulation" on pages 13-17 of BAC's Report on Form 10-K for the year
ended December 31, 1995, and in "Risk Management" on pages 27-42 of BAC's
1995 Annual Report to Shareholders, which was filed as an exhibit to such
Form 10-K and is incorporated herein by reference.
Every forward-looking statement is based on certain assumptions, whether or
not stated, and it is possible that an assumption may turn out to be faulty,
or that an assumption was not the most appropriate one to choose at the time.
BAC undertakes no obligation to correct or update any forward-looking
statement contained herein if BAC later becomes aware that it is not likely
to be achieved. Moreover, if BAC does make any correction or update,
investors should not conclude that BAC will make additional corrections or
updates thereafter.
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<PAGE>
SIGNATURES
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 thereunto duly authorized.
BANKAMERICA CORPORATION
(Registrant)
Date: December 12, 1996
By /s/JOHN J. HIGGINS
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John J. Higgins
Executive Vice President
and Chief Accounting Officer
4085226
