Form: 10-Q

Quarterly report pursuant to Section 13 or 15(d)

November 13, 1996

EXHIBIT 11

Published on November 13, 1996




EXHIBIT 11

FULLY DILUTED EARNINGS PER COMMON SHARE AND FULLY DILUTED AVERAGE COMMON SHARES
OUTSTANDING

For fully diluted earnings per common share, net income available to
common shareholders can be affected by the conversion of the registrant's
convertible preferred stock. Where the effect of this conversion would have been
dilutive, net income available to common shareholders is adjusted by the
associated preferred dividends. This adjusted net income is divided by the
weighted average number of common shares outstanding for each period plus
amounts representing the dilutive effect of stock options outstanding and the
dilution resulting from the conversion of the registrant's convertible preferred
stock, if applicable. The effect of convertible preferred stock is excluded from
the computation of fully diluted earnings per share in periods in which the
effect would be antidilutive.
Fully diluted earnings per common share was determined as follows
(shares in thousands, dollars in millions except per-share information):


NationsBank Corporation
Exhibit 11
September 30, 1996




Three Months Nine Months
Ended Ended
September 30 September 30
------------------------------ ------------------------------
1996 1995 1996 1995
-------------- -------------- -------------- --------------


Average common shares outstanding 292,633 270,306 297,772 272,790


Dilutive effect of
Convertible preferred stock 1,998 2,310 1,998 2,310
Stock options 3,436 2,378 3,307 2,405
-------------- -------------- -------------- --------------

Total fully dilutive shares 298,067 274,994 303,077 277,505
============== ============== ============== ==============


Income available to common shareholders $622 $528 $1,732 $1,434
Preferred dividends paid on dilutive convertible
preferred stock 1 2 5 6
------------------------------ -------------- --------------
Total net income available for common shareholders
adjusted for full dilution $623 $530 $1,737 $1,440
============== ============== ============== ==============

Fully diluted earnings per share $2.09 $1.93 $5.73 $5.19
-------------- -------------- -------------- --------------





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