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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
March 4, 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
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(Registrant's telephone number, including area code)
4127192
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Item 5. Other Events.
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Attached hereto as Exhibit 99 is a copy of BankAmerica
Corporation's press release dated March 4, 1996 titled
"BankAmerica Increases Stock Repurchase Program."
Item 7. Financial Statements, Pro Forma
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Financial Information and Exhibits.
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(a) Financial Statements of Businesses Acquired
Not applicable.
(b) Pro Forma Financial Information
Not applicable.
(c) Exhibits
Exhibit Number Description
- -------------- -----------
99 BankAmerica Corporation press release dated March 4,
1996 titled "BankAmerica Increases Stock Repurchase
Program."
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: March 4, 1996
By /s/ JAMES H. WILLIAMS
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James H. Williams
Executive Vice President
and Chief Accounting
Officer
4127192 2
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EXHIBIT INDEX
Exhibit Number Description
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99 BankAmerica Corporation press
release dated
March 4, 1996 titled "BankAmerica
Increases Stock Repurchase
Program."
4127192
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Exhibit 99
[BankAmerica Corporation logo appears here]
BankAmerica Corporation News
For release:
Contact: Peter Magnani
(415) 953-2418
BANKAMERICA INCREASES STOCK REPURCHASE PROGRAM
SAN FRANCISCO, March 4, 1996 -- BankAmerica Corporation
said today that it has adopted a new stock repurchase program,
enabling the corporation to buy back up to $2.0 billion of its
common stock by the end of 1997. The new program also enables
the corporation to buy back or redeem up to $1 billion of its
preferred stock by the end of 1997. The new program wholly replaces
the stock repurchase program announced in February 1995.
"The new program recognizes that we are continuing to
generate capital in excess of what we need to support
current investment opportunities," David A. Coulter, chief
executive officer, said. "The decision by the Board of
Directors to increase the buyback authorization is
consistent with our long-standing promise to return excess
capital to our shareholders."
The original program, announced in February 1995,
authorized common stock buybacks of approximately $1.9 billion.
Approximately $1,052 million of common stock was repurchased
under that authorization. Therefore, the new $2 billion program
represents an increase of approximately $1.15 billion in common
stock repurchase authority.
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The original program also enabled the corporation to
purchase up to $500 million (later increased to $750 million)
of its preferred stock by the end of 1997. Under that program,
the corporation purchased, redeemed, or called preferred stock
at an aggregate cost of $413 million, including the corporation's
11 percent Preferred Stock, Series J, which will be redeemed on
March 31, 1996. Therefore, the new program represents an increase in
preferred stock redemption or buyback authority of $663 million.
As part of the new $1 billion preferred stock portion
of the program, the corporation announced today that it has
called for redemption all outstanding shares of its Preferred Stock,
Series F on April 16, at an aggregate cost of $181.25 million. Details
of the redemption have been reported in a separate announcement.
BankAmerica currently has seven uncalled series of
outstanding preferred stock, with an aggregate stated value
of approximately $2.2 billion. The corporation said it
intends to maintain preferred stock as a component of its
capital structure and may issue new preferred stock from
time to time to replace stock that is redeemed or repurchased.
BankAmerica said it expects to make the repurchases
under the new program from time to time in the open market
or otherwise. Repurchases may begin immediately and the
program may be discontinued or suspended at any time.
Repurchased common stock will be added to the corporation's
treasury shares and will be available for general corporate
purposes. Repurchased and redeemed preferred stock will be
retired and restored to the status of authorized but
unissued preferred stock without designation as to series.
Except to the extent that an entire series of preferred
stock is redeemed, the corporation does not intend to make
any repurchases or redemptions that would cause a series of
preferred stock to be delisted.
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