1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8K CURRENT REPORT Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 13, 1995 Date of earliest event reported: October 11, 1995 FIRST AMERICAN CORPORATION (Exact name of registrant as specified in its charter) TENNESSEE (State or other jurisdiction of incorporation) 0-6198 62-0799975 (Commission File Number) (I.R.S. Employer Identification No.) FIRST AMERICAN CENTER, NASHVILLE, TENNESSEE 37237-0700 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (615) 748-2000 2 Item 5. Other Event As previously reported by Current Report on Form 8-K dated May 22, 1995, First American has entered into a definitive Aagreement and Plan of Reorganization dated May 17, 1995, with Charter Federal Savings Bank. Attached hereto and incorporated by reference herein as Exhibit 2 (a) is Amendment No. 1 to Agreement and Plan of Reorganization by and between Charter Federal Savings Bank and First American Corporation. Exhibit No. Description - ----------- ----------- 2. Agreement and Plan of Reorganization dated May 17, 1995 by and between Charter Federal Savings Bank and First American Corporation (previously filed as Exhibit 2 to a Current Report on Form 8-K dated May 22, 1995, and incorporated herein by reference). 2 (a). Amendment No. 1 to Agreement and Plan of Reorganization by and between Charter Federal Savings Bank and First American Corporation dated October 11, 1995. 20. Press Release dated May 17, 1995 (previously filed as Exhibit 20 to a Current Report on Form 8-K dated May 22, 1995, and incorporated herein by reference). 99. Revised First American Corporate unaudited pro forma combined condensed financial data reflecting acquisition by First American of Heritage Federal Bancshares, Inc. and Charter Federal Savings Bank (previously filed as Exhibit 99 (a) to a Current Report on Form 8-K dated October 3, 1995, and incorporated herein by reference). 2 3 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 AMERICAN CORPORATION -------------------------- (Registrant) Date: October 13, 1995 /s/ Mary Neil Price -------------------------------- Name: Mary Neil Price Title: Senior Vice President and Assistant Secretary 3 4 EXHIBIT INDEX ------------- Exhibit No: Description - ---------- ----------- 2. Agreement and Plan of Reorganization dated May 17, 1995 by and between Charter Federal Savings Bank and First American Corporation (previously filed as Exhibit 2 to a Current Report on Form 8-K dated May 22, 1995, and incorporated herein by reference). 2 (a) Amendment No. 1 to Agreement and Plan of Reorganization by and between Charter Federal Savings Bank and First American Corporation dated October 11, 1995. 20. Press Release dated May 17, 1995 (previously filed as Exhibit 20 to a Current Report on Form 8-K dated May 22, 1995, and incorporated herein by reference). 99. Revised First American Corporate unaudited pro forma combined condensed financial data reflecting acquisition by First American of Heritage Federal Bancshares, Inc. and Charter Federal Savings Bank (previously filed as Exhibit 99 (a) to a Current Report on Form 8-K dated October 3, 1995, and incorporated herein by reference). 4