EXHIBIT 4
                                 [FACE OF CERTIFICATE]



7% CUMULATIVE REDEEMABLE    NATIONSBANK CORPORATION   7% CUMULATIVE REDEEMABLE
PREFERRED STOCK, SERIES B                             PREFERRED STOCK, SERIES B

         NUMBER                                           SHARES
         
         PB


         INCORPORATED UNDER THE LAWS OF THE STATE OF NORTH CAROLINA
 
                                                          CUSIP 638585 60 4
                                            SEE REVERSE FOR CERTAIN DEFINITIONS



This Certifies that


is the owner of

FULLY PAID AND NON-ASSESSABLE SHARES OF THE STATED VALUE OF ONE HUNDRED DOLLARS
 EACH OF THE 7% CUMULATIVE REDEEMABLE PREFERRED STOCK, SERIES B OF

NationsBank Corporation transferable only on the Books of the Corporation in
conformity with the Bylaws in person or by Attorney on the surrender of this
certificate.  This certificate is not valid until countersigned by the Transfer
Agent.
   Witness the facsimile seal of the Corporation and the facsimile signatures
 of its duly authorized officers.

    Dated:



  SECRETARY                [SEAL]                       CHIEF EXECUTIVE OFFICER

countersigned:
         chasemellon shareholder services, l.l.c.
                                    transfer agent
by

                           authorized signature

                            [REVERSE OF CERTIFICATE]

                             NATIONSBANK CORPORATION

     NATIONSBANK CORPORATION'S AUTHORIZED CAPITAL STOCK INCLUDES COMMON STOCK
AND ADDITIONAL SERIES OF PREFERRED STOCK WHICH, WHEN ISSUED, MAY HAVE CERTAIN
PREFERENCES OR SPECIAL RIGHTS IN THE PAYMENT OF DIVIDENDS, IN VOTING, UPON
LIQUIDATION, OR OTHERWISE. THE CORPORATION WILL, UPON REQUEST, FURNISH TO ANY
SHAREHOLDER WITHOUT CHARGE INFORMATION IN WRITING AS TO EACH CLASS OR SERIES OF
SUCH COMMON AND PREFERRED STOCK AUTHORIZED AND OUTSTANDING AND A COPY OF THE
PORTIONS OF THE RESTATED ARTICLES OF INCORPORATION OR RESOLUTIONS CONTAINING THE
DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF ALL SHARES AND ANY
CLASS OR SERIES THEREOF. ANY SUCH REQUEST IS TO BE ADDRESSED TO THE TRANSFER
AGENT NAMED ON THE FACE OF THIS CERTIFICATE.


     KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN OR DESTROYED
THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE
OF A REPLACEMENT CERTIFICATE.


     The following abbreviations, when used in the inscription on the face of
this certificate, shall be construed as though they were written out in full
according to applicable laws or regulations.
<TABLE>
<CAPTION>
     <S>        <C>        <C>                               <C>               <C>     

     TEN COM      --       as tenants in common               UNIF GIF MIN ACT --  _______Custodian __________
     TEN ENT      --       as tenants by the entireties                              (Cust)            (Minor)
     JT TEN       --       as joint tenants with right of                            under Uniform Gifts to Minor
                           survivorship and not as tenants                           Act ______________________
                           in common                                                              (State)


</TABLE>
     Additional abbreviations may also be used though not in the above list.

     FOR VALUE RECEIVED,                HEREBY SELL, ASSIGN AND TRANSFER UNTO

PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
- -----------------------------------------------------------------------------

- ------------------------------------------------------------------------------



            (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS OF ASSIGNEE)


SHARES OF THE CAPITAL STOCK REPRESENTED BY THE WITHIN CERTIFICATE, AND DO HEREBY
IRREVOCABLY  CONSTITUTE  AND APPOINT  

ATTORNEY TO TRANSFER THE SAID STOCK ON THE BOOKS OF THE WITHIN NAMED CORPORATION
WITH FULL POWER OF  SUBSTITUTION  IN THE PREMISES.

DATE
SIGNATURE 

                  NOTICE:  THE  SIGNATURE TO THIS  ASSIGNMENT  MUST  CORRESPOND
                           WITH  THE  NAME  AS  WRITTEN  UPON  THE  FACE OF THE
                           CERTIFICATE IN EVERY PARTICULAR,  WITHOUT ALTERATION
                           OR ENLARGEMENT OR ANY CHANGE WHATEVER.


SIGNATURE(S) GUARANTEED:
                           THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE
                           GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS
                           AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH
                           MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE
                           MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.