BANKAMERICA CORP
8-K, 1997-03-04
NATIONAL COMMERCIAL BANKS
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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 3, 1997
                       ---------------------------------
                       (Date of earliest event reported)


                             BankAmerica Corporation
- --------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)


Delaware                                1-7377                  94-1681731
- --------------------------------------------------------------------------------
(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
- --------------------------------------------------------------------------------
(Address of principal executive offices)                             (Zip Code)


                                 (415) 622-3530
- --------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

<PAGE>

ITEM 5.  Other Events.
         -------------

         Attached hereto as Exhibit 99 is a copy of BankAmerica Corporation's
press release dated March 3, 1997 titled "BankAmerica Announces Intention to
Split Stock."



ITEM 7.  Financial Statements, Pro Forma
         -------------------------------
         Financial Information and Exhibits.
         -----------------------------------

  (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 3, 1997 titled
            "BankAmerica Announces Intention to Split Stock."

                                   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 3, 1997



                                            By:  /s/ JOHN J. HIGGINS
                                                 -----------------------
                                                 John J. Higgins
                                                 Executive Vice President
                                                 and Chief Accounting Officer




                                  EXHIBIT INDEX


Exhibit
Number      Description
- -------     -----------

  99        BankAmerica Corporation press release dated March 3, 1997 titled
            "BankAmerica Announces Intention to Split Stock."

<PAGE>

                                                                      Exhibit 99

[BANKAMERICA CORPORATION LOGO APPEARS HERE]                                 NEWS

                                                                    For Release:

Contact:  John Keane (415) 622-2773


                 BANKAMERICA ANNOUNCES INTENTION TO SPLIT STOCK


     SAN FRANCISCO, March 3, 1997 -- BankAmerica Corporation today announced its
intention to split its common stock, two shares for one -- subject to share-
holder approval at its Annual Meeting on May 22, 1997.

     The resolution placed before shareholders will include a proposed increase
in the authorized shares of common stock from 700 million shares to 1.4 billion
shares.

     "We believe that this action will result in a broader market for the stock 
by placing the market price in a range more attractive to individual investors,"
David A. Coulter, Chairman and Chief Executive Officer, said. "BankAmerica has
historically had a large number of relatively small shareholders and ensuring
that our stock is attractive to a broad range of investors -- including our
retail customers and employees -- is important to us."

     BankAmerica Corporation has split its stock twice before, on March 31, 1972
when it was trading for approximately $76 per share and on August 17, 1976, when
it was trading for about $54 per share. Both were two-for-one splits. Bank-
America's predecessor companies, Bank of America NT&SA and Bank of Italy NT&SA
also had stock splits. Bank of Italy split four-for-one on April 12, 1927 and
Bank of America split two-for-one on April 28, 1937 and on March 31, 1950.

     The new split, if approved, would be effective for common shareholders of
record on June 2, 1997. Stock certificates for the new shares would be mailed
out on or about June 16. The corporation had approximately 355,267,000 shares of
common stock outstanding at December 31, 1996. The stock closed today at
$114.625.

                                      ###



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