Form: 8-K

Current report filing

December 17, 1996

8-K: Current report filing

Published on December 17, 1996










SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K


CURRENT REPORT


PURSUANT TO SECTION 13 OR 15(d) OF THE


SECURITIES EXCHANGE ACT OF 1934, AS AMENDED


Date of Report (Date of earliest event reported): December 13,
1996


NATIONSBANK CORPORATION
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(Exact name of registrant as specified in its charter)




North Carolina 1-6523 56-0906609
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)




NationsBank Corporate Center, Charlotte, North Carolina 28255
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(Address of principal executive offices) (Zip Code)



(704) 386-5000
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INFORMATION TO BE INCLUDED IN THE REPORT


ITEM 5. OTHER EVENTS.

On December 13, 1996, NationsBank Corporation ("Nations-
Bank") and Boatmen's Bancshares, Inc. ("Boatmen's") mailed to all
holders of record of shares of common stock of Boatmen's
("Boatmen's Common Stock") as of December 6, 1996, an Election
Form and Letter of Transmittal to be used in connection with the
merger of Boatmen's into a wholly-owned subsidiary of NationsBank
(the "Merger").

The Election Form and Letter of Transmittal contains
instructions regarding the election mechanics of the elections
available to Boatmen's shareholders and information concerning the
tax consequences of such elections. The Election Form and Letter
of Transmittal will be used by such shareholders in electing to
receive cash consideration, stock consideration or a combination
thereof in exchange for their shares of Boatmen's Common Stock and
must accompany certificates representing shares of Boatmen's Com-
mon Stock in order for such shareholders to receive consideration
in the Merger. The Election Form and Letter of Transmittal is
attached to this Form 8-K as Exhibit 99.1 and incorporated herein
by reference.


ITEM 7. EXHIBITS.

Exhibit Description
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Signatures
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Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.




NATIONSBANK CORPORATION
(Registrant)
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By: /s/ Paul J. Polking
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Name: Paul J. Polking
Title: Executive Vice
President and
General Counsel












EXHIBIT INDEX

Exhibit No. Description of Exhibit
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99.1 Election Form and Letter of Transmittal