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: July 14, 1998 Date of earliest event reported: July 14, 1998 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 Events Included herein as Exhibit 99 are the selected financial data, the management's discussion and analysis and supplementary data and the audited supplemental consolidated financial statements of First American Corporation and Subsidiaries which give retroactive effect to the merger of Deposit Guaranty Corp. into First American Corporation on May 1, 1998 in a transaction accounted for as a pooling of interests. Exhibit No. Description - ----------- ----------- 23. Accountants' Consent 99. Selected Financial Data Management's Discussion and Analysis of Financial Condition and Results of Operations; Quantitative and Qualitative Disclosures about Market Risk Supplementary Financial Data Independent Auditors' Report Supplemental Consolidated Balance Sheets as of December 31, 1997 and 1996 Supplemental Consolidated Statements of Income for the years ended December 31, 1997, 1996, and 1995 Supplemental Consolidated Statements of Changes in Shareholders' Equity for the Years ended December 31, 1997, 1996 and 1995 Supplemental Consolidated Statements of Cash Flows for the years ended December 31, 1997, 1996 and 1995 Notes to the Supplemental Consolidated Financial Statements 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: July 14, 1998 /s/ Mary Neil Price ----------------------------- Name: Mary Neil Price Title: Executive Vice President, General Counsel and Corporate Secretary 3 4 EXHIBIT INDEX Exhibit No: Description - ----------- ----------- 23 Accountants' Consent 99 Selected Financial Data Management's Discussion and Analysis of Financial Condition and Results of Operations; Quantitative and Qualitative Disclosures about Market Risk Supplementary Financial Data Independent Auditors' Report Supplemental Consolidated Balance Sheets as of December 31, 1997 and 1996 Supplemental Consolidated Statements of Income for the years ended December 31, 1997, 1996, and 1995 Supplemental Consolidated Statements of Changes in Shareholders' Equity for the Years ended December 31, 1997, 1996 and 1995 Supplemental Consolidated Statements of Cash Flows for the years ended December 31, 1997, 1996 and 1995 Notes to the Supplemental Consolidated Financial Statements