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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended December 31, 1993 Commission File Number 1-9021
WACHOVIA CORPORATION
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(Exact name of registrant as specified in its charter)
North Carolina 56-1473727
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
301 North Main Street, Winston-Salem, North Carolina 27150
191 Peachtree Street, N.E., Atlanta, Georgia 30303
- ---------------------------------------------------- -----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 910/770-5000, 404/332-5000
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Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class on Which Registered
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Common Stock, $5.00 par value per share New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. / /
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 and (2) has been subject to such filing
requirements for the past 90 days. Yes x No
--- ---
The aggregate market value as of March 7, 1994 of the voting stock held by
non-affiliates of the registrant was:
Common Stock, $5.00 par value, 164,858,769 shares $5,110,621,839
As of March 7, 1994, Wachovia Corporation had 171,582,507 shares of Common
Stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the annual report to shareholders for the year ended December 31,
1993 are incorporated by reference into Parts I and II.
Portions of the proxy statement dated March 18, 1994 are incorporated by
reference into Part III.
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WACHOVIA CORPORATION
FORM 10-K
INDEX
PART I Page
Item 1. Business................................... 2
Item 2. Properties................................. 9
Item 3. Legal Proceedings.......................... 10
Item 4. Submission of Matters to a Vote of
Security Holders......................... 10
Executive Officers of the Registrant................... 10
PART II
Item 5. Market for the Registrant's
Common Equity and Related
Stockholder Matters...................... 13
Item 6. Selected Financial Data.................... 13
Item 7. Management's Discussion and
Analysis of Financial Condition
and Results of Operations................ 13
Item 8. Financial Statements and
Supplementary Data....................... 13
Item 9. Changes in and Disagreements with
Accountants on Accounting and
Financial Disclosure..................... 13
PART III
Item 10. Directors and Executive Officers
of the Registrant........................ 13
Item 11. Executive Compensation..................... 14
Item 12. Security Ownership of Certain
Beneficial Owners and Management......... 14
Item 13. Certain Relationships and
Related Transactions..................... 14
Compliance with Section 16(a) of the Exchange Act...... 14
PART IV
Item 14. Exhibits, Financial Statement
Schedules and Reports on Form 8-K........ 14
SIGNATURES.................................................. 19
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PART I
Item 1. Business
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GENERAL
Wachovia Corporation ("Wachovia"), a North Carolina corporation, is a bank
holding company registered under the Bank Holding Company Act of 1956, as
amended, and a savings and loan holding company within the meaning of the Home
Owners Loan Act of 1933, as amended by the Financial Institutions Reform,
Recovery and Enforcement Act of 1989. Its member companies provide a wide
range of banking and bank-related services to customers throughout the United
States and abroad. The subsidiaries of Wachovia and its member companies are
listed on pages 6 and 7 of this report.
On December 6, 1991, pursuant to the Agreement and Plan of Merger, which was
approved by the shareholders of South Carolina National Corporation on October
25, 1991, South Carolina National Corporation became a wholly-owned subsidiary
of Wachovia Corporation.
Wachovia Bank of North Carolina, N.A., provides personal, commercial, trust and
institutional banking services through 223 full-service banking offices in 96
North Carolina cities and communities. In addition, it has a foreign branch in
Grand Cayman and an Edge Act subsidiary - Wachovia International Banking
Corporation, with a branch in New York City. Retail banking is conducted
primarily through the statewide branch network, but other services are provided
to corporations and institutions across North Carolina, the Southeast, the
nation and the world.
Wachovia Bank of Georgia, N.A., provides a full range of banking services with
a network of 129 offices in Georgia, including 90 in metropolitan Atlanta, and
a foreign branch in Grand Cayman. The First National Bank of Atlanta in
Wilmington, Delaware, provides credit card services for Wachovia's affiliated
banks.
South Carolina National Corporation, a bank and savings and loan holding
company, provides full-service banking through its principal subsidiary, The
South Carolina National Bank. The South Carolina National Bank has 157 offices
in 70 South Carolina cities and communities and a foreign branch in Grand
Cayman. The South Carolina National Bank plans to change its name to Wachovia
Bank of South Carolina, N.A., in May 1994. The action was approved by its
board of directors in October 1993.
Wachovia Corporate Services, Inc., manages major corporate and institutional
relationships in the national and international markets for Wachovia's member
banks. Main offices are based in Atlanta, Winston-Salem and Columbia, with
representative offices located in Chicago, London, New York City and Tokyo.
Wachovia Trust Services, Inc., is the administrative framework for the trust
function which offers fiduciary, investment management and related financial
services for corporate, institutional and individual clients through Wachovia
Bank of North Carolina, N.A., Wachovia Bank of Georgia, N.A., and The South
Carolina National Bank.
Wachovia Mortgage Company conducts mortgage banking operations in the
southeastern United States and has 18 residential loan offices in the states of
North Carolina, South Carolina, Florida and Georgia. The company originates
and places permanent residential loans, makes interim residential construction
loans and services residential and commercial mortgage portfolios for long-term
investors including insurance companies, savings institutions and others.
Wachovia Operational Services Corporation provides information processing and
systems development services for Wachovia's subsidiaries. The company provides
operational support for corporate and retail depository and cash management
products, as well as information services corporate-wide.
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Item 1. Business (Continued)
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Wachovia Securities, Inc., provides discount brokerage services to customers
primarily in Georgia, North Carolina, and South Carolina. Financial Life
Insurance Company of Georgia acts principally as a reinsurer of credit life and
accident and health insurance on extensions of credit made by subsidiaries of
Wachovia Bank of Georgia, N.A. Wachovia Leasing Corporation provides equipment
leasing for commercial and industrial clients of Wachovia's banks.
Wachovia Student Financial Services, Inc. was sold on February 3, 1993 to
EduServ Technologies, Inc., of St. Paul, Minnesota.
At December 31, 1993, Wachovia and its subsidiaries had 15,531 full-time
equivalent employees. The financial condition and business growth of Wachovia
and subsidiaries are indicated in the condensed balance sheet information
presented on page 61 of the 1993 Annual Report to Shareholders (1993 Annual
Report). The section of the 1993 Annual Report entitled "Management's
Discussion and Analysis of Financial Condition and Results of Operations" on
pages 8 through 34 is incorporated herein by reference.
DISTRIBUTION OF BALANCE SHEET; INTEREST RATES AND INTEREST DIFFERENTIAL
The daily average statements of condition of Wachovia and subsidiaries for the
six years ended December 31, 1993 and an analysis of net interest earnings are
included in the 1993 Annual Report on the pages indicated and are herein
incorporated by reference.
Consolidated average balances 54 - 55
Interest income on earning assets, interest expense on
interest-bearing liabilities and net interest income 58 - 59
Average yields earned, average rates paid and net yield
on interest-earning assets 60
The tables below summarize the changes in interest income (taxable equivalent)
and interest expense resulting from changes in rates and changes in volume for
the years ended December 31, 1993 and 1992. Changes which are not solely due to
rate or to volume are allocated proportionately to rate and volume. Nonaccrual
loan balances are included in loans. Additional detail on the changes in
interest income and interest expense between 1993 and 1992 is shown in Table 3
on page 11 of the 1993 Annual Report.
1993 over 1992
---------------------------------------
(thousands) Attributable to
------------------------
Rate Volume Total
---------- --------- ----------
Increase (decrease) in interest income:
Loans ($154,387) $123,867 ($ 30,520)
Investment securities:
State and municipal 621 (11,416) (10,795)
Other investments (58,200) 66,411 8,211
Interest-bearing bank balances (1,415) (8,452) (9,867)
Federal funds sold and securities
purchased under resale agreements (1,690) (2,915) (4,605)
Trading account assets (15,119) (16,892) (32,011)
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Total interest-earning assets (212,486) 132,899 (79,587)
Increase (decrease) in interest expense:
Time deposits in domestic offices (155,523) (36,641) (192,164)
Time deposits in foreign offices (2,651) 1,508 (1,143)
Short-term borrowed funds (33,145) 16,004 (17,141)
Long-term debt (2,014) 84,446 82,432
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Total interest-bearing liabilities (175,899) 47,883 (128,016)
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Increase in net interest income $ 48,429
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Item 1. Business (Continued)
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1992 over 1991
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(thousands) Attributable to
------------------------
Rate Volume Total
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Increase (decrease) in interest income:
Loans ($310,231) ($54,711) ($364,942)
Investment securities:
State and municipal (869) (12,089) (12,958)
Other investments (50,924) 40,530 (10,394)
Interest-bearing bank balances (7,916) (6,286) (14,202)
Federal funds sold and securities
purchased under resale agreements (12,614) (5,885) (18,499)
Trading account assets (16,527) 6,922 (9,605)
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Total interest-earning assets (405,535) (25,065) (430,600)
Increase (decrease) in interest expense:
Time deposits in domestic offices (323,110) (10,413) (333,523)
Time deposits in foreign offices (7,362) 6,174 (1,188)
Short-term borrowed funds (118,603) (59,611) (178,214)
Long-term debt (3,724) 15,828 12,104
----------
Total interest-bearing liabilities (448,703) (52,118) (500,821)
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Increase in net interest income $ 70,221
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INVESTMENT PORTFOLIO
A breakdown of the book and market values of investment securities by type at
December 31, 1993, 1992 and 1991 is shown in Table 5 on page 14 of the 1993
Annual Report. This table also reflects the type and maturity with average
maturities by type and weighted average yields for each range of maturities for
1993. The standard bond formula was employed in computing the yield at cost.
Yields are adjusted to a fully taxable equivalent basis using a 35 percent tax
rate for securities exempt from federal taxes for 1993 and a 34 percent tax
rate for 1992 and 1991.
Wachovia's investment securities portfolio is widely diversified as to the
issuer of state, county and municipal securities. There were no obligations of
any one issuer exceeding 10 percent of consolidated shareholders' equity at
December 31, 1993. Additional data relating to the investment securities
portfolio is given in Note D of the notes to consolidated financial statements
on page 43 of the 1993 Annual Report.
LOAN PORTFOLIO
A breakdown of loans by type for the six years ended December 31, 1993 is shown
on page 61 of the 1993 Annual Report. Table 4 on page 14 of the 1993 Annual
Report shows the maturities and interest sensitivity of selected loans at
December 31, 1993.
Table 8 on page 20 of the 1993 Annual Report shows the loans on which interest
was not being accrued; loans on which the rate had been renegotiated downward;
and loans which were contractually past due as to interest or principal at the
dates indicated. The interest income which would have been recorded pursuant
to the original terms of these loans and the amount of interest income recorded
in 1993 and 1992 are shown in Note E of the notes to consolidated financial
statements on page 44 of the 1993 Annual Report. Wachovia's policy for placing
loans on nonaccrual status is discussed in Note A of the notes to consolidated
financial statements on page 40 of the 1993 Annual Report.
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Item 1. Business (Continued)
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ALLOWANCE FOR LOAN LOSSES AND LOAN LOSS EXPERIENCE
The allowance for loan losses is maintained at a level believed to be adequate
by management to absorb potential losses in the loan portfolio. Management's
determination of the adequacy of the allowance is based on an evaluation of the
portfolio, past loan loss experience, current domestic and international
economic conditions, volume, growth and composition of the loan portfolio, and
other risks inherent in the portfolio. A provision for loan losses is charged
to operations based on management's periodic evaluation of these risks. A
reconcilement of the allowance for loan losses and the net loan losses for the
six years ended December 31, 1993 is shown in Table 9 on page 22 of the 1993
Annual Report.
The allowance for loan losses is allocated among major loan categories based on
management's best estimate of relevant risk factors from time to time.
The allocation of the allowance for loan losses for the six years ended
December 31, 1993 is shown on page 61 of the 1993 Annual Report. The
allocation of the allowance for loan losses represents only an estimate for
each category of loans based upon historical loss experience and management
judgment. As of December 31, 1993, approximately 21 percent remains
unallocated as a general valuation reserve for the entire portfolio to cover
unpredictable variations from historical experience in individual loan
categories. The table below shows the percentage of loans in each category to
total loans outstanding at December 31 for the last six years.
Percentage of Loans in Each Category to Total Loans
1993 1992 1991 1990 1989 1988
----- ----- ----- ----- ----- -----
Commercial 37.8 39.4 40.7 41.0 42.3 42.0
Credit Card 13.6 10.5 8.1 7.5 7.1 7.2
Other retail 15.1 14.7 14.6 14.7 16.0 17.5
Real estate* 32.5 34.4 35.7 35.7 33.4 31.8
Lease financing .7 .6 .6 .6 .8 .9
Foreign .3 .4 .3 .5 .4 .6
----- ----- ----- ----- ----- -----
Total 100.0 100.0 100.0 100.0 100.0 100.0
===== ===== ===== ===== ===== =====
* See discussion of real estate loans on pages 12 and 13 of the 1993 Annual
Report.
DEPOSITS
Details on average deposits for the six years ended December 31, 1993 are shown
in the daily average statements of condition included in the 1993 Annual Report
on pages 54 and 55. A statistical summary of average rates paid on deposits
for the six years ended December 31, 1993 is presented in the 1993 Annual
Report on page 60.
Remaining maturities of domestic large denomination certificates of deposit in
amounts of $100,000 or more at December 31, 1993 are shown in Table 6 on page
18 of the 1993 Annual Report. The majority of the deposits in foreign offices
were in denominations of greater than $100,000.
RETURN ON EQUITY AND ASSETS
Rates of return on average assets and average equity, the dividend pay-out
ratio and the ratio of shareholders' equity to total assets for the last six
years are presented on page 60 of the 1993 Annual Report.
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Item 1. Business (Continued)
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SHORT-TERM BORROWED FUNDS
A three-year summary of short-term borrowed funds is shown in Table 7 on page
18 of the 1993 Annual Report.
SUBSIDIARIES OF THE REGISTRANT
The listings below set forth the subsidiaries of Wachovia Corporation on
December 31, 1993. The common stock of each of these subsidiaries is 100
percent owned by its parent. The financial statements of all subsidiaries are
included in the consolidated statements of Wachovia Corporation and
subsidiaries (the Corporation) incorporated herein.
Subsidiaries of Wachovia Corporation
Wachovia Bank of North Carolina, N.A. (a)
Wachovia International Banking Corporation (j)
Wachovia Leasing Corporation (c)
Wachovia Auto Leasing Company of North Carolina (c)
Wachovia VideoFinancial Services Corporation (c)
Greenville Agricultural Credit Corporation (c)
City Loans, Inc. (c)
Wachovia Bank of Georgia, N.A. (a)
First Bank Building Corp. (b)
First Atlanta Services Corporation (d)
WWTP, Inc. (b)
Wachovia Auto Leasing Company of Georgia (b)
South Carolina National Corporation (h)
The South Carolina National Bank (a)
SCN Investment Services, Inc. (h)
First National Properties, Inc. (h)
Southern Provident Life Insurance Company (i)
Atlantic Savings Bank, FSB (a)
Atlantic Mortgage Corporation of South Carolina, Inc. (h)
Wachovia Mortgage Company (c)
ORE, Inc. (c)
Wachovia Securities, Inc. (c)
Wachovia Corporate Services, Inc. (c)
Wachovia Operational Services Corporation (c)
Wachovia Trust Services, Inc. (c)
The First National Bank of Atlanta (Delaware) (a)
First Atlanta Corporation (b)
FA Investment Company (b)
Financial Life Insurance Company of Georgia (b)
KATWO, Ltd. (b)
The Wachovia Insurance Agency of Georgia, Inc. (b)
FAIRCO Properties, Inc. (b)
First Atlanta Lease Liquidating Corporation (b)
Wachovia Corporation of Florida (e)
Wachovia Bank Card Services, Inc. (d)
Wachovia Corporation of Alabama (f)
Wachovia Corporation of Tennessee (g)
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Item 1. Business (Continued)
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Notes to the listing of subsidiaries:
(a) Organized under the laws of the United States.
(b) Organized under the laws of the State of Georgia.
(c) Organized under the laws of the State of North Carolina.
(d) Organized under the laws of the State of Delaware.
(e) Organized under the laws of the State of Florida.
(f) Organized under the laws of the State of Alabama (for legal purposes).
(g) Organized under the laws of the State of Tennessee (for legal purposes).
(h) Organized under the laws of the State of South Carolina.
(i) Organized under the laws of the State of Arizona.
(j) Organized under Chapter 25(a) of the Federal Reserve Act of the
United States.
On March 31, 1993, Wachovia Corporation of North Carolina and Wachovia
Corporation of Georgia were merged into Wachovia Corporation. The subsidiaries
of these two second tier holding companies became direct subsidiaries of
Wachovia Corporation, the surviving Corporation in the merger.
SUPERVISION AND REGULATION
As a bank holding company, Wachovia is subject to regulation under the Bank
Holding Company Act of 1956, as amended (BHC Act), and its examination and
reporting requirements. South Carolina National Corporation is likewise
subject to the requirements of the BHC Act, which imposes certain limitations
and restrictions on the level of interstate banking in which Wachovia may
engage, the degree to which Wachovia may conduct non-banking related
activities, and the extent to which Wachovia may engage in interstate merger
and acquisition activities. In addition to the provisions of the BHC Act,
state banking commissions serve in a supervisory and regulatory capacity with
respect to bank holding company activities.
Wachovia is a savings and loan holding company within the meaning of the Home
Owners' Loan Act of 1933 (HOLA), as amended by the Financial Institutions
Reform, Recovery and Enforcement Act of 1989 (FIRREA). HOLA places certain
restrictions on the conduct of unrelated business activities of the
subsidiaries of savings and loan holding companies which are not themselves
savings and loans. Wachovia is registered with the Office of Thrift
Supervision (OTS) and is subject to the examination, supervision and reporting
requirements of this agency.
Various state and federal laws govern the activities of Wachovia's banking
affiliates. As federally insured national banks, Wachovia Bank of North
Carolina, N.A., Wachovia Bank of Georgia, N.A., The South Carolina National
Bank and The First National Bank of Atlanta are subject to the regulation,
supervision and reporting requirements of the Office of the Comptroller of the
Currency (OCC) and the Federal Deposit Insurance Corporation (FDIC). As a
whole, the banking industry is directly affected by the fiscal and monetary
policies of government agencies, including the Federal Reserve System.
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Item 1. Business (Continued)
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Through its conduct of open market securities transactions and control over the
discount rate and reserve requirements, the Federal Reserve Board (FRB) exerts
considerable influence on the cost and availability of funds used in lending
and investment activities.
Wachovia's non-banking subsidiaries are subject to a variety of state and
federal laws. As mentioned previously, the savings and loan subsidiary is
subject to the regulation and supervision of the OTS. Wachovia's brokerage
subsidiary is regulated by the Securities and Exchange Commission, the National
Association of Securities Dealers, and the various exchanges through which it
conducts business. Additionally, it is registered in all states and is thus
subject to corresponding state securities laws and regulations. Wachovia's
insurance subsidiaries are subject to the insurance laws of the states in which
they are active. All non-banking subsidiaries are supervised by the Federal
Reserve System.
Federal law regulates transactions among Wachovia and its affiliates, including
the amount of banking affiliate's loans to, or investments in, nonbank
affiliates and the amount of advances to third parties collateralized by
securities of an affiliate. In addition, various requirements and restrictions
under federal and state laws regulate the operations of Wachovia's banking
affiliates, requiring the maintenance of reserves against deposits, limiting
the nature of loans and interest that may be charged thereon, restricting
investments and other activities, and subjecting the banking affiliates to
regulation and examination by the OCC or state banking authorities and the
FDIC.
There are various legal and regulatory limits on the extent to which Wachovia's
subsidiary banks may pay dividends or otherwise supply funds to Wachovia. In
addition, federal and state regulatory agencies also have the authority to
prevent a bank or bank holding company from paying a dividend or engaging in
any other activity that, in the opinion of the agency, would constitute an
unsafe or unsound practice. See Note L of the notes to consolidated financial
statements on pages 49 and 50 of the 1993 Annual Report.
Under FRB policy, Wachovia is expected to act as a source of financial strength
to, and commit resources to support, each of its subsidiary banks. In
addition, FIRREA provides that a depository institution insured by the FDIC can
be held liable for any loss incurred by, or reasonably expected to be incurred
by, the FDIC in connection with the default of a commonly controlled FDIC
insured depository institution. Under the Federal Deposit Insurance
Corporation Improvement Act of 1991 (FDICIA) federal banking regulators are
required to take prompt corrective action in respect of depository institutions
that do not meet minimum capital requirements. FDICIA generally prohibits a
depository institution from making any capital distribution or paying
management fees to its holding company if the depository institution would
thereafter be undercapitalized. In addition, undercapitalized institutions
will be subject to restrictions on borrowing from the Federal Reserve System,
to growth limitations and to obligations to submit capital restoration plans.
In order for a capital restoration to be acceptable, the depository
institution's parent holding company must guarantee the institution's
compliance with the capital restoration plan up to an amount not exceeding 5%
of the depository institution's total assets. Significantly undercapitalized
institutions are subject to greater restrictions, and critically
undercapitalized institutions are subject to appointment of a receiver. See
Shareholder's Equity and Capital Ratios on pages 26 and 27 of the 1993 Annual
Report.
FDICIA also substantially revises the bank regulatory insurance coverage and
funding provisions of the Federal Deposit Insurance Act and makes revisions to
several other federal banking statutes. FDICIA imposes substantial new
examination, audit and reporting requirements on insured depository
institutions. Under FDICIA, each federal banking agency must prescribe
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Item 1. Business (Continued)
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standards for depository institutions and depository institution holding
companies relating to internal controls, information systems, internal audit
systems, loan documentation, credit underwriting, interest rate exposure, asset
growth, compensation, a maximum ratio of classified assets to capital, minimum
earnings sufficient to absorb losses and other standards as the agency deems
appropriate.
The FDIC has adopted or currently proposes to adopt rules pursuant to FDICIA
that include: (a) real estate lending standards for banks; (b) revision to the
risk-based capital rules; (c) rules requiring depository institutions to
develop and implement internal procedures to evaluate and control credit and
settlement exposure to their correspondent banks; (d) a rule restricting the
ability of depository institutions that are not well capitalized from accepting
brokered deposits; (e) rules addressing various "safety and soundness" issues,
including operations and managerial standards for asset quality, earnings and
stock valuations, and compensation standards for the officers, directors,
employees and principal shareholders of the depository institution; and (f)
rules mandating enhanced financial reporting and audit requirements.
Due to continued changes in the regulatory environment, additional legislation
aimed at banking industry reform is likely to continue. While the potential
effects of legislation currently under consideration cannot be measured with
any degree of certainty, Wachovia is unaware of any pending legislative reforms
or regulatory activities which would materially affect its financial position
or operating results in the foreseeable future.
Item 2. Properties
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Wachovia's principal executive offices are located at 301 North Main Street,
Winston-Salem, North Carolina and 191 Peachtree Street, N.E., Atlanta, Georgia
in buildings leased by its subsidiaries.
The principal offices of Wachovia and Wachovia Bank of North Carolina, N.A.,
are located in The Wachovia Building, 301 North Main Street, Winston-Salem,
North Carolina, where the company occupies approximately 378,000 square feet of
office space under a lease expiring December, 1995. Wachovia Bank of Georgia,
N.A., occupies approximately 380,000 square feet of an office tower at 191
Peachtree Street, N.E., Atlanta, Georgia under a lease expiring December, 2008.
South Carolina National Corporation and The South Carolina National Bank have
their main offices located in the Palmetto Center, 1426 Main Street, Columbia,
South Carolina, where they occupy approximately 18,000 square feet of the
office building under a lease expiring November, 2003.
At December 31, 1993, the Corporation had 509 banking offices with 223 of these
located in North Carolina, 129 in Georgia and 157 in South Carolina. The
Corporation's banking subsidiaries own in fee 341 of these offices while the
others are leased or are located on leased land. The approximate lease terms
range from one to thirty years on these properties. In addition, the
Corporation's banking subsidiaries own in fee or lease a number of multi-story
office buildings which house supporting services. The other subsidiaries of
Wachovia maintain leased office space in cities in which they conduct their
respective operations.
Construction began in January 1994 on an office building in Winston-Salem,
North Carolina, which will serve as the new North Carolina headquarters for the
holding company and principal office of Wachovia Bank of North Carolina, N.A.
The building will be a 28 story office tower with 525,000 usable square feet,
all or most of which is expected to be occupied by the Corporation.
Construction is expected to be completed by late 1995.
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Item 2. Properties (Continued)
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For additional disclosure with respect to properties and lease commitments, see
Note F of the notes to consolidated financial statements on page 45 of the 1993
Annual Report.
Item 3. Legal Proceedings
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Wachovia's subsidiaries are involved in ordinary and routine litigation
incidental to their businesses. Management and general counsel believe that
the ultimate resolution of these matters will not have a material adverse
effect on the consolidated financial position and results of operations.
Item 4. Submission of Matters to a Vote of Security Holders
- ------------------------------------------------------------
There were no matters submitted during the fourth quarter of 1993 to be brought
to a vote of shareholders.
Executive Officers of the Registrant
- ------------------------------------
The names, ages and positions of the executive officers of Wachovia as of March
1, 1994 are shown below along with their business experience during the past
five years and the year of their employment with Wachovia and subsidiaries.
Officers are elected annually by the Board of Directors and hold office for one
year or until their successors are chosen and qualified. There are no family
relationships between any of them, nor is there any arrangement or
understanding between any officer and any other person pursuant to which the
officer was selected.
Name, Age Business Experience During Past
and Position Five Years and Year Employed
- ------------ --------------------------------
L. M. Baker, Jr., 51 Chief Executive Officer of Wachovia
President and Chief Corporation since January 1994; President
Executive Officer Wachovia of Wachovia Corporation since 1993; Chief
Corporation; Chairman of Operating Officer of Wachovia Corporation,
the Board Wachovia Bank February - December 1993; Executive Vice
of North Carolina, N.A.; President of Wachovia Corporation until
Director of Wachovia January 1993; President and Chief
Corporation, Wachovia Bank Executive Officer of Wachovia Corporation
of Georgia, N.A., South of North Carolina, January 1990 - March
Carolina National Corporation 1993; President and Chief Executive
and The South Carolina National Officer of Wachovia Bank of North
Bank Carolina, N.A., January 1990 - April 1993;
Executive Vice President of Wachovia
Corporation of North Carolina until
December 1989; Executive Vice President of
Wachovia Bank of North Carolina, N.A.
until December 1989. Employed in 1969.
Jerry D. Craft, 46 Executive Vice President of Wachovia
Executive Vice President Corporation since December 1993;
Wachovia Corporation; Executive Vice President of Wachovia
Executive Vice President Bank of Georgia, N.A.; President
Wachovia Bank of Georgia, of The First National Bank of Atlanta;
N.A.; President and Director President of Wachovia Bank Card
of The First National Services, Inc. since 1991. Employed
Bank of Atlanta; President in 1982.
Wachovia Bank Card
Services, Inc.
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Executive Officers of the Registrant (Continued)
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Name, Age Business Experience During Past
and Position Five Years and Year Employed
- ------------ -------------------------------
Mickey W. Dry, 54 Executive Vice President and Chief Credit
Executive Vice President Officer of Wachovia Corporation since
and Chief Credit Officer November 1989; Executive Vice President of
Wachovia Corporation; Wachovia Bank of North Carolina, N.A.
Executive Vice President since October 1989; Senior Vice President/
Wachovia Bank of North Group Executive of Wachovia Bank of North
Carolina, N.A. Carolina, N.A. until 1989. Employed in
1961.
Hugh M. Durden, 51 Executive Vice President of Wachovia
Executive Vice President Corporation and President of Wachovia
Wachovia Corporation, Trust Services, Inc. since 1994; Executive
Wachovia Bank of North Vice President of Wachovia Bank of North
Carolina, N.A.; President Carolina, N.A.; Western Division
Wachovia Trust Services, Inc. Executive, Wachovia Bank of North Carolina,
N.A., 1991 - 1994; Regional Vice
President, Southern Region, Wachovia Bank
of North Carolina, N.A., 1989 - 1991.
Employed in 1972.
Anthony L. Furr, 50 Executive Vice President of Wachovia
Executive Vice President Corporation since July 1990; Chairman of
Wachovia Corporation; the Board of South Carolina National
Chairman of the Board, Corporation and The South Carolina National
President and Chief Bank since July 1993; Chief Executive
Executive Officer South Officer of South Carolina National
Carolina National Corporation Corporation and The South Carolina National
and The South Carolina Bank since January 1993; President of South
National Bank Carolina National Corporation and The South
Carolina National Bank since September 1992;
Chief Operating Officer of South Carolina
National Corporation and The South Carolina
National Bank, September 1992 - January
1993; Chief Financial Officer of Wachovia
Corporation, July 1990 - August 1992;
Regional Vice President and Manager of Triad
Region, Wachovia Bank of North Carolina,
N.A., April 1988 - June 1990. Employed in
1969.
Walter E. Leonard, Jr. 48 Executive Vice President and Chief
Executive Vice President Operations Officer of Wachovia
Wachovia Corporation, Corporation since October 1988;
Wachovia Bank of Georgia, Executive Vice President of Wachovia
N.A.; President Wachovia Bank of Georgia, N.A.; President of
Operational Services Wachovia Operational Services Corporation.
Corporation Employed in 1965.
Kenneth W. McAllister, 45 Executive Vice President of Wachovia
Executive Vice President Corporation since January 1994; General
and General Counsel Counsel of Wachovia Corporation;
Wachovia Corporation Secretary of Wachovia Corporation
until October 1992. Employed in 1988.
11
13
Executive Officers of the Registrant (Continued)
- ------------------------------------------------
Name, Age Business Experience During Past
and Position Five Years and Year Employed
- ------------ ----------------------------
Robert S. McCoy, Jr., 55 Executive Vice President of Wachovia
Executive Vice President and Corporation since January 1992; Chief
Chief Financial Officer Financial Officer of Wachovia Corporation
Wachovia Corporation since September 1992; Comptroller of
Wachovia Corporation, January 1992 - August
1992; President of South Carolina National
Corporation until 1992; Vice Chairman and
Chief Financial Officer of The South
Carolina National Bank, 1990 - 1992;
Executive Vice President and Chief Financial
Officer of The South Carolina National Bank
until 1990. Employed in 1984.
J. Walter McDowell, 43 Executive Vice President of Wachovia
Executive Vice President Corporation since April 1993; President
Wachovia Corporation; President and Chief Executive Officer of Wachovia
and Chief Executive Officer Bank of North Carolina, N.A. since 1993;
Wachovia Bank of North Manager of Retail Support Services
Carolina, N.A.; Director for Wachovia Corporation until November
of Wachovia Bank of North 1992; Regional Executive for Piedmont
Carolina, N.A. Triad Region, Wachovia Bank of North
Carolina, N.A., June 1990 - January
1992. Employed in 1973.
G. Joseph Prendergast, 48 Executive Vice President of Wachovia
Executive Vice President Corporation since October 1988; President
Wachovia Corporation; and Chief Executive Officer of Wachovia
President and Chief Executive Bank of Georgia, N.A. since January
Officer Wachovia Bank of 1993; President and Chief Executive Officer
Georgia, N.A.; President of Wachovia Corporation of Georgia,
and Chief Executive January 1993 - March 1993; President and
Officer Wachovia Corporate Chief Executive Officer of Wachovia
Services, Inc.; Director of Corporate Services, Inc.; Executive Vice
Wachovia Bank of Georgia, N.A. President of Wachovia Bank of Georgia,
N.A., 1989 - 1993; Executive Vice
President of Wachovia Bank of North
Carolina, N.A. until 1989. Employed in
1973.
Richard B. Roberts, 50 Executive Vice President and Treasurer
Executive Vice President and of Wachovia Corporation since April
Treasurer Wachovia 1990; Executive Vice President of Wachovia
Corporation; Executive Vice Bank of North Carolina, N.A.
President Wachovia Bank of Employed in 1967.
North Carolina, N.A.
12
14
PART II
Item 5. Market for the Registrant's Common Equity and Related
- --------------------------------------------------------------
Stockholder Matters
-------------------
Wachovia's common stock is traded on the New York Stock Exchange. Dividends
are declared quarterly by the Corporation. Market price and dividend
information on pages 62 and 63 of the 1993 Annual Report is incorporated herein
by reference.
As of December 31, 1993, the number of common stock shareholders of record was
28,079.
Item 6. Selected Financial Data
- --------------------------------
The selected financial information included in the condensed balance sheet on
page 61 of the 1993 Annual Report is incorporated herein by reference.
Summarized results of operations may be found in the six-year Summary of
Operations on pages 56 and 57 of the 1993 Annual Report.
Item 7. Management's Discussion and Analysis of Financial Condition
- --------------------------------------------------------------------
and Results of Operations
-------------------------
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" on pages 8 through 34 of the 1993 Annual Report is incorporated
herein by reference.
Item 8. Financial Statements and Supplementary Data
- ----------------------------------------------------
The report of independent auditors and consolidated financial statements are
included on pages 35 through 53 of the 1993 Annual Report and are incorporated
herein by reference.
Quarterly results of operations in Table 16 on page 29 of the 1993 Annual
Report are incorporated herein by reference.
Item 9. Changes in and Disagreements with Accountants on Accounting
- --------------------------------------------------------------------
and Financial Disclosure
------------------------
None
PART III
Item 10. Directors and Executive Officers of the Registrant
- ------------------------------------------------------------
The information required herein on the directors of Wachovia is included on
pages 3 through 7 of the Proxy Statement dated March 18, 1994 and is
incorporated herein by reference. Information on Wachovia's executive
officers is included in Part I of this report.
During the past five years, there have been no events under any bankruptcy act,
no criminal proceedings and no judgments or injunctions material to an
evaluation of the ability or integrity of any of Wachovia's executive officers,
directors, or any persons nominated to become directors.
13
15
Item 11. Executive Compensation
- --------------------------------
The information required herein is included under the captions "Board
Compensation Committee Report on Executive Compensation", "Five Year Stock
Performance Comparison Graph", "Compensation", "Stock Options", "Other
Executive Compensation Plans and Arrangements" and "Compensation Committee
Interlocks and Insider Participation" on pages 20 through 33 of the Proxy
Statement dated March 18, 1994 and is incorporated herein by reference in
response to this item.
Item 12. Security Ownership of Certain Beneficial Owners and Management
- ------------------------------------------------------------------------
The information contained on pages 3, 8 and 9 of the Proxy Statement dated
March 18, 1994, with respect to security ownership of certain beneficial owners
and management, is incorporated herein by reference in response to this item.
Item 13. Certain Relationships and Related Transactions
- --------------------------------------------------------
The information required herein is included under the subcaption "Certain
Transactions Involving Members of the Committee" and the caption "Certain
Transactions Involving Other Directors and Executive Officers" on pages 32
through 35 of the Proxy Statement dated March 18, 1994 and is incorporated
herein by reference in response to this item.
Compliance with Section 16(a) of the Exchange Act
- -------------------------------------------------
The information required herein is included under the caption "Compliance with
Stock Ownership Reporting Requirements" on page 35 of the Proxy Statement dated
March 18, 1994 and is incorporated herein by reference.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on
- ----------------------------------------------------------------
Form 8-K
--------
(a) 1. Financial Statements
The following report of independent auditors and consolidated
financial statements of Wachovia Corporation and subsidiaries,
included in the 1993 Annual Report, are incorporated by reference in
Item 8.
Report of Independent Auditors
Consolidated Statement of Condition
Consolidated Statement of Income
Consolidated Statement of Shareholders' Equity
Consolidated Statement of Cash Flows
Notes to Consolidated Financial Statements
2. Financial Statement Schedules
The schedules to the consolidated financial statements of Wachovia
Corporation and subsidiaries required by Article 9 of Regulation S-X
(Schedules I and II) are not required under the related instructions
or are inapplicable and therefore have been omitted.
14
16
Item 14. Exhibits, Financial Statement Schedules and Reports on
- ----------------------------------------------------------------
Form 8-K (Continued)
--------------------
3. Exhibits
3.1 Amended and Restated Articles of Incorporation of the registrant.
3.2 Bylaws of the registrant.
4.1 Articles IV, VII, IX, X and XI of the registrant's Amended and Restated Articles of Incorporation (Included in
Exhibit 3.1 hereto).
4.2 Article 1, Section 1.8, and Article 6 of the registrant's Bylaws (included in Exhibit 3.2 hereto).
4.3 Indenture dated as of May 15, 1986 between South Carolina National Corporation and Morgan Guaranty Trust Company of
New York, as Trustee, relating to $35,000,000 principal amount of 6 1/2% Convertible Subordinated Debentures due
in 2001 (Exhibit 28 to S-3 Registration Statement of South Carolina National Corporation, File No. 33-7710*).
4.4 First Supplemental Indenture dated as of November 26, 1991 by and among South Carolina National Corporation,
Wachovia Corporation and Morgan Guaranty Trust Company of New York, as Trustee, amending the Indenture described
in Exhibit 4.3 hereto (Exhibit 4.10 to Report on Form 10-K of Wachovia Corporation for the fiscal year ended
December 31, 1991, File No. 1-9021*).
4.5 Indenture dated as of March 15, 1991 between South Carolina National Corporation and Bankers Trust Company, as
Trustee, relating to certain unsecured subordinated securities (Exhibit 4(a) to S-3 Registration Statement of
South Carolina National Corporation, File No. 33-39754*).
4.6 First Supplemental Indenture dated as of January 24, 1992 by and among South Carolina National Corporation, Wachovia
Corporation and Bankers Trust Company, as Trustee, amending the Indenture described in Exhibit 4.5 hereto (Exhibit
4.12 to Report on Form 10-K of Wachovia Corporation for the fiscal year ended December 31, 1991, File No.
1-9021*).
4.7 Indenture dated as of August 22, 1989 between First Wachovia Corporation and The Philadelphia National Bank, as
Trustee, relating to $300,000,000 principal amount of subordinated debt securities (Exhibit 4(c) to S-3 (Shelf)
Registration Statement of First Wachovia Corporation, File No. 33-30721*).
4.8 First Supplemental Indenture, dated as of September 15, 1992 between Wachovia Corporation and CoreStates Bank,
National Association, as Trustee, amending the Indenture described in Exhibit 4.7 hereto (Exhibit 4(d) to Report
on Form 8 of Wachovia Corporation, filed on October 15, 1992, File No. 1-9021*).
4.9 Indenture dated as of March 1, 1993 between Wachovia Corporation and CoreStates Bank, National Association, as
Trustee, relating to $500,000,000 principal amount of subordinated debt securities (Exhibit 4(a) to S-3 (Shelf)
Registration Statement of Wachovia Corporation, File No. 33-59206*).
10.1 Deferred Compensation Plan of Wachovia Bank of North Carolina, N.A. (Exhibit 10.1 to Report on Form 10-K of Wachovia
Corporation for the fiscal year ended December 31,1992, File No. 1-9021*).
10.2 1983 Amendment to Deferred Compensation Plan described in Exhibit 10.1 hereto (Exhibit 10.2 to Report on Form 10-K
of Wachovia Corporation for the fiscal year ended December 31, 1992, File 1-9021*).
15
17
Item 14. Exhibits, Financial Statement Schedules and Reports on
- ----------------------------------------------------------------
Form 8-K (Continued)
--------------------
10.3 1986 Amendment to Deferred Compensation Plan described in Exhibit 10.1 hereto (Exhibit 10.9 to Report on Form 10-K
of First Wachovia Corporation for the fiscal year ended December 31, 1986, File No. 1-9021*).
10.4 1983 Senior Management Stock Option Plan of Wachovia Corporation (Exhibit 4.2 to Post-Effective Amendment No. 1 to
S-4 Registration Statement No. 2-99538*).
10.5 Stock Option and Stock Appreciation Rights Plan of Wachovia Corporation (Exhibit 4.3 to Post-Effective Amendment
No. 1 to S-4 Registration Statement No. 2-99538*).
10.6 1986 Senior Management Stock Option Plan of Wachovia Corporation (Exhibit 10.20 to Report on Form 10-K of First
Wachovia Corporation for the fiscal year ended December 31, 1986, File No. 1-9021*).
10.7 1987 Declaration of Amendment to 1986 Senior Management Stock Option Plan described in Exhibit 10.6 hereto (Exhibit
10.21 to Report on Form 10-K of First Wachovia Corporation for the fiscal year ended December 31, 1986, File
No. 1-9021*).
10.8 Senior Management Incentive Plan of Wachovia Corporation (Exhibit 10.14 to Report on Form 10-K of First Wachovia
Corporation for the fiscal year ended December 31, 1987, File No. 1-9021*).
10.9 Retirement Income Benefit Equalization Plan of Wachovia Corporation (Exhibit 10.15 to Report on Form 10-K of First
Wachovia Corporation for the fiscal year ended December 31, 1987, File No. 1-9021*).
10.10 Retirement Savings and Profit-Sharing Benefit Equalization Plan of Wachovia Corporation (Exhibit 10.16 to Report on
Form 10-K of First Wachovia Corporation for the fiscal year ended December 31, 1987, File No. 1-9021*).
10.11 Amendment to Retirement Savings and Profit-Sharing Benefit Equalization Plan described in Exhibit 10.10 hereto.
10.12 Employment Agreements between Wachovia Corporation and Messrs. L. M. Baker, Jr., Robert S. McCoy, Jr., G. Joseph
Prendergast and Anthony L. Furr (Exhibit 10.17 to Report on Form 10-K of First Wachovia Corporation for the fiscal
year ended December 31, 1987, File No. 1-9021*).
10.13 Employment Agreement between Wachovia Corporation and Mr. John G. Medlin, Jr. (Exhibit 10.15 to Report on Form 10-K
of First Wachovia Corporation for the fiscal year ended December 31, 1989, File No. 1-9021*).
10.14 Amendment to Employment Agreements described in Exhibits 10.12 and 10.13 hereto (Exhibit 10.14 to Report on Form
10-K of First Wachovia Corporation for the fiscal year ended December 31, 1990, File No. 1-9021*).
10.15 Employment Agreement between Wachovia Corporation and Mr. James G. Lindley (Exhibit 10.15 to Report on Form 10-K of
Wachovia Corporation for the fiscal year ended December 31, 1991, File No. 1-9021*).
10.16 Agreement between Wachovia Corporation and Mr. John G. Medlin, Jr.
10.17 Executive Retirement Agreements between Wachovia Corporation and Messrs. John G. Medlin, Jr., L. M. Baker, Jr.,
Robert S. McCoy, Jr., G. Joseph Prendergast and Anthony L. Furr (Exhibit 10.18 to Report on Form 10-K of First
Wachovia Corporation for the fiscal year ended December 31, 1987, File No. 1-9021*).
10.18 Amendment to Executive Retirement Agreements described in Exhibit 10.17 hereto (Exhibit 10.17 to Report on Form 10-K
of Wachovia Corporation for the fiscal year ended December 31, 1991, File No. 1-9021*).
16
18
Item 14. Exhibits, Financial Statement Schedules and Reports on
- ----------------------------------------------------------------
Form 8-K (Continued)
--------------------
10.19 Amendment to Executive Retirement Agreement between Wachovia Corporation and Mr. John G. Medlin, Jr. (Exhibit 10.3
to Quarterly Report on Form 10-Q of Wachovia Corporation for the quarter ended September 30, 1993, File 1-9021*).
10.20 Amendment to Executive Retirement Agreements between Wachovia Corporation and Messrs. John G. Medlin, Jr., L. M.
Baker, Jr., Robert S. McCoy, Jr., G. Joseph Prendergast and Anthony L. Furr (Exhibit 10.4 to Quarterly Report on
Form 10-Q of Wachovia Corporation for the quarter ended September 30, 1993, File 1-9021*).
10.21 Senior Management and Director Stock Plan of Wachovia Corporation (Exhibit 10 to Quarterly Report on Form 10-Q of
First Wachovia Corporation for the quarter ended March 31, 1989, File No. 1-9021*).
10.22 1990 Declaration of Amendment to Senior Management and Director Stock Plan as described in Exhibit 10.21 hereto
(Exhibit 10.17 to Report on Form 10-K of First Wachovia Corporation for fiscal year ended December 31, 1989, File
No. 1-9021*).
10.23 Deferred Compensation Plan for the Board of Directors of Wachovia Corporation (Exhibit 10.19 to Report on Form 10-K
of First Wachovia Corporation for the fiscal year ended December 31, 1990, File No. 1-9021*).
10.24 Retirement Pay Plan for Directors of Wachovia Corporation (Exhibit 10.21 to Report on Form 10-K of First Wachovia
Corporation for the fiscal year ended December 31, 1990, File No. 1-9021*).
10.25 Supplemental Executive Retirement Plan of South Carolina National Corporation (Exhibit 10(a) to Report on Form 10-K
of South Carolina National Corporation for the fiscal year ended December 31, 1988, File No. 0-7042*).
10.26 Amendment to Supplemental Executive Retirement Plan described in Exhibit 10.25 hereto (Exhibit 10(a) to Report on
Form 10-K of South Carolina National Corporation for the fiscal year ended December 31, 1990, File No. 0-7042*).
10.27 Amendment to Supplemental Executive Retirement Plan described in exhibit 10.25 hereto.
10.28 Management Restricted Stock Award Plan of South Carolina National Corporation, as amended (Exhibit 10(b) to Report
on Form 10-K of South Carolina National Corporation for the fiscal year ended December 31, 1990, File No.
0-7042*).
10.29 Amendment to Management Restricted Stock Award Plan described in Exhibit 10.28 hereto (Exhibit 10.1 to Quarterly
Report on Form 10-Q of Wachovia Corporation for the quarter ended September 30, 1993, File 1-9021*).
10.30 Incentive Stock Option Plan of South Carolina National Corporation, as amended (Exhibit 10(c) to Report on Form 10-K
of South Carolina National Corporation for the fiscal year ended December 31, 1990, File No. 0-7042*).
10.31 Amendment to Incentive Stock Option Plan described in Exhibit 10.30 hereto (Exhibit 10.2 to Quarterly Report on Form
10-Q of Wachovia Corporation for the quarter ended September 30, 1993, File 1-9021*).
10.32 Deferred Compensation Plan dated as of January 19,1987, as amended (Exhibit 10(c) to Report on Form 10-K of South
Carolina National Corporation for the fiscal year ended December 31, 1986, File No. 0-7042*).
10.33 Amendment to Deferred Compensation Plan described in Exhibit 10.32 hereto (Exhibit 19(b) to Quarterly Report on Form
10-Q of South Carolina National Corporation for the quarter ended September 30, 1987, File No. 0-7042*).
17
19
Item 14. Exhibits, Financial Statement Schedules and Reports on
- ----------------------------------------------------------------
Form 8-K (Continued)
--------------------
10.34 Amendment to Deferred Compensation Plan described in Exhibit 10.32 hereto (Exhibit 10(d) to Report on Form 10-K of
South Carolina National Corporation for the fiscal year ended December 31, 1988, File No. 0-7042*).
10.35 Amendment to Deferred Compensation Plan described in Exhibit 10.32 hereto.
10.36 Summary and specimen policy of Executive Universal Life Program (Exhibit 10(d) to Report on Form 10-K of South
Carolina National Corporation for the fiscal year ended December 31, 1986, File No. 0-7042*).
10.37 Agreement for Deferral of Directors' Fees (Exhibit 10(b) to S-14 Registration Statement of South Carolina National
Corporation, No. 2-89011*).
10.38 Amendment to Agreement for Deferral of Directors' Fees described in Exhibit 10.37 hereto (Exhibit 10.39 to Report on
Form 10-K of Wachovia Corporation for the fiscal year ended December 31, 1991, File No. 1-9021*).
10.39 Form 11-K of the Wachovia Corporation Retirement Savings and Profit-Sharing Plan, to be filed as an amendment to
Form 10-K for the year ended December 31, 1993.
11 Computation of Earnings Per Share (Note O to 1993 Consolidated Financial Statements of Wachovia Corporation and
Subsidiaries, page 52 of 1993 Annual Report to Shareholders*).
13 Wachovia Corporation 1993 Annual Report to Shareholders, with the Report of Independent Auditors therein being
manually signed in one copy by Ernst & Young. (Except for those portions thereof which are expressly incorporated
by reference herein, this report is not "filed" as a part of this Report on Form 10-K).
21 Subsidiaries of the Registrant (listed under "Subsidiaries of the Registrant" and included on pages 6 and 7 of
Report on Form 10-K for the fiscal year ended December 31, 1993*).
23.1 Consent of Ernst & Young.
23.2 Consent of Price Waterhouse.
24 Power of Attorney.
99 Opinion of Price Waterhouse, Independent Accountants, on the financial statements of South Carolina National
Corporation, a wholly-owned subsidiary of Wachovia Corporation, for the year ended December 31, 1991.
* Incorporated by reference.
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the three months ended December 31,
1993.
18
20
SIGNATURES
Pursuant to the requirements to Section 13 or 15(d) 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.
WACHOVIA CORPORATION
March 28, 1994 By ROBERT S. McCOY, JR.
---------------------------
Robert S. McCoy, Jr.
Executive Vice President
and Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated on March 28, 1994.
Signature Title
- --------- ------
Principal Executive Officer and Director:
L. M. BAKER, JR.
- ------------------------------ President and
L. M. Baker, Jr. Chief Executive Officer
Principal Financial Officer:
ROBERT S. McCOY, JR.
- ----------------------------- Executive Vice President
Robert S. McCoy, Jr. and Chief Financial Officer
Principal Accounting Officer:
JOHN C. McLEAN, JR.
- -----------------------------
John C. McLean, Jr. Comptroller
19
21
SIGNATURES (Continued)
A Majority of the Board of Directors:
JOHN G. MEDLIN, JR.* Director
RUFUS C. BARKLEY, JR.* Director
CRANDALL C. BOWLES* Director
JOHN L. CLENDENIN* Director
LAWRENCE M. GRESSETTE, JR.* Director
THOMAS K. HEARN, JR.* Director
W. HAYNE HIPP* Director
ROBERT M. HOLDER, JR.* Director
DONALD R. HUGHES* Director
F. KENNETH IVERSON* Director
JAMES W. JOHNSTON* Director
W. DUKE KIMBRELL* Director
JAMES G. LINDLEY* Director
JAMES H. MILLIS* Director
J. MACK ROBINSON* Director
HERMAN J. RUSSELL* Director
SHERWOOD H. SMITH, JR.* Director
CHARLES McKENZIE TAYLOR* Director
*By KENNETH W. McALLISTER
---------------------------------------
KENNETH W. McALLISTER, Attorney-in-Fact
20