SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-10000 FIRST UNION CORPORATION (Exact name of registrant as specified in its charter) NORTH CAROLINA 56-0898180 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) FIRST UNION CORPORATION ONE FIRST UNION CENTER CHARLOTTE, NORTH CAROLINA 28288-0013 (Address of principal executive offices) (Zip Code) (704) 374-6565 (Registrant's telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) 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 APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 271,311,239 shares of Common Stock, par value $3.33 1/3 per share, were outstanding as of October 31, 1996. PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. The following unaudited consolidated financial statements of First Union Corporation (the "Corporation" or "FUNC") within Item 1 include, in the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for fair presentation of such consolidated financial statements for the periods indicated. 1 FIRST UNION CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS CONSOLIDATED STATEMENTS OF INCOME CONSOLIDATED STATEMENTS OF CASH FLOWS The Consolidated Balance Sheets of the Corporation and Subsidiaries at September 30, 1996, September 30, 1995, and December 31, 1995, respectively, set forth on page T-20 of the Corporation's Third Quarter Financial Supplement for the nine months ended September 30, 1996 (the "Financial Supplement"), are incorporated herein by reference. The Consolidated Statements of Income of the Corporation and Subsidiaries for the three and nine months ended September 30, 1996 and 1995, set forth on pages T-21 and T-22 of the Financial Supplement, are incorporated herein by reference. The Consolidated Statements of Cash Flows of the Corporation and Subsidiaries for the nine months ended September 30, 1996 and 1995, set forth on page T-23 of the Financial Supplement, are incorporated herein by reference. A copy of the Financial Supplement is being filed as Exhibit (19) to this Report. 2 PART II. OTHER INFORMATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Management's Discussion and Analysis of Financial Condition and Results of Operations appears on pages 2 through 22 and T-1 through T-23 of the Financial Supplement and is incorporated herein by reference. A copy of the Financial Supplement is being filed as Exhibit (19) to this Report. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibits. EXHIBIT NO. DESCRIPTION (4) Instruments defining the rights of security holders, including indentures.* (12)(a) Computations of Consolidated Ratios of Earnings to Fixed Charges. (12)(b) Computations of Consolidated Ratios of Earnings to Fixed Charges and Preferred Stock Dividends. (19) The Corporation's Third Quarter 1996 Financial Supplement. (27) The Corporation's Financial Data Schedule.** (99) First Union Corporation of Virginia and Subsidiaries Summarized Financial Information. * The Corporation agrees to furnish to the Commission upon request, copies of the instruments, including indentures, defining the rights of the holders of the long-term debt of the Corporation and its consolidated subsidiaries. ** Filing by Electronic Data Gathering, Analysis and Retrieval System only. (b) Reports on Form 8-K. During the quarter ended September 30, 1996, Current Reports on Form 8-K, dated August 20, 1996, and September 6, 1996, were filed with the Commission by the Corporation. 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 hereunto duly authorized. FIRST UNION CORPORATION Date: November 14, 1996 By: /s/ JAMES H. HATCH JAMES H. HATCH SENIOR VICE PRESIDENT AND CORPORATE CONTROLLER (PRINCIPAL ACCOUNTING OFFICER) EXHIBIT INDEX EXHIBIT NO. DESCRIPTION (4) Instruments defining the rights of security holders, including indentures.* (12)(a) Computations of Consolidated Ratios of Earnings to Fixed Charges. (12)(b) Computations of Consolidated Ratios of Earnings to Fixed Charges and Preferred Stock Dividends. (19) The Corporation's Third Quarter 1996 Financial Supplement. (27) The Corporation's Financial Data Schedule.** (99) First Union Corporation of Virginia and Subsidiaries Summarized Financial Information. * The Corporation agrees to furnish to the Commission upon request, copies of the instruments, including indentures, defining the rights of the holders of the long-term debt of the Corporation and its consolidated subsidiaries. ** Filing by Electronic Data Gathering, Analysis and Retrieval System only.