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


             DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
                             NOVEMBER 13, 1996


                        F & M NATIONAL CORPORATION
          (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                                 VIRGINIA
              (STATE OR OTHER JURISDICTION OF INCORPORATION)

                                 000-05929
                         (COMMISSION FILE NUMBER)

                                54-0857462
                           (IRS EMPLOYER NUMBER)

               38 ROUSS AVENUE, WINCHESTER, VIRGINIA  22604
        (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES INCLUDING ZIP CODE)

            REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                               540-665-4200


                                 NO CHANGE
       (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)



FORM 8-K
F & M NATIONAL CORPORATION
WINCHESTER, VIRGINIA




ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS.

The Board of Directors of F&M National Corporation announced
that in its latest meeting held November 13, 1996, the F&M
Board authorized management to purchase up to 400,000 shares
of the Company's common stock through December 31, 1997.  It
is anticipated that 100,000 repurchased shares will be used
for general corporate purposes and for business combinations. 
Approximately 300,000 repurchased shares will be used to fund
employee benefit plans.  The purchases will take place from
time to time in open market or privately negotiated
transactions.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         None


Pursuant to the filing requirements of the Securities and
Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned hereunto
duly authorized.

F & M NATIONAL CORPORATION



/s/                                                        
By: Alfred B. Whitt, Senior Vice President and Secretary


DATE:  November 14, 1996