UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1994 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 0-7931 FIRST COMMERCE CORPORATION (Exact name of registrant as specified in its charter) Louisiana 72-0701203 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 210 Baronne Street 70112 New Orleans, Louisiana (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (504) 561-1371 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate the number of shares outstanding of each of the Registrant's classes of common stock as of the last practicable date. Class Outstanding as of November 9, 1994 ----- ---------------------------------- Common Stock, $5.00 par value 26,178,643 ____________________________ Part I Item 1. Financial Statements. The information called for by this item is included in First Commerce Corporation's (FCC) 1994 Third Quarter Report to Stockholders on pages 14 through 21 and is incorporated herein. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. The information called for by this item is included in FCC's 1994 Third Quarter report to Stockholders on pages 5 through 12 and is incorporated herein. Part II Item 1. Legal Proceedings. Legal proceedings involving FCC were previously reported in its Annual Report on Form 10-K for the year ended December 31, 1993 and on Form 10-Q for the quarter ended March 31, 1994 and for the quarter ended June 30, 1994. There have been no material developments since these filings. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. None Item 5. Other Information. None Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: 4.1 - Indenture between FCC and Republic Bank Dallas, N.A. (now NationsBank of Texas, N.A.), Trustee, including the form of 12 3/4% Convertible Debenture due 2000, Series A included as Exhibit 4.1 to FCC's Annual Report on Form 10-K for the year ended December 31, 1985 and incorporated herein by reference. 4.2 - Indenture between FCC and Republic Bank Dallas, N.A. (now NationsBank of Texas, N.A.), Trustee, including the form of 12 3/4% Convertible Debenture due 2000, Series B included as Exhibit 4.2 to FCC's Annual Report on Form 10-K for the year ended December 31, 1985 and incorporated herein by reference. 11 - Computation of Earnings Per Share 13 - 1994 Third Quarter Report to Stockholders of First Commerce Corporation 27 - Financial Data Schedule (b) Reports on Form 8-K. None. 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. First Commerce Corporation Date: November 10, 1994 /s/Thomas L. Callicutt, Jr. ------------------- ----------------------------- Thomas L. Callicutt, Jr. Senior Vice President, Controller and Principal Accounting Officer