================================================================================


                                    FORM T-1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                            STATEMENT OF ELIGIBILITY
                   UNDER THE TRUST INDENTURE ACT OF 1939 OF A
                    CORPORATION DESIGNATED TO ACT AS TRUSTEE

                      CHECK IF AN APPLICATION TO DETERMINE
                      ELIGIBILITY OF A TRUSTEE PURSUANT TO
                             SECTION 305(B)(2) |__|



                              THE BANK OF NEW YORK
               (EXACT NAME OF TRUSTEE AS SPECIFIED IN ITS CHARTER)


NEW YORK                                                  13-5160382
(STATE OF INCORPORATION                                   (I.R.S. EMPLOYER
IF NOT A U.S. NATIONAL BANK)                              IDENTIFICATION NO.)

48 WALL STREET, NEW YORK, N.Y.                            10286
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                  (ZIP CODE)





                               NB CAPITAL TRUST IV
              (EXACT NAME OF OBLIGOR AS SPECIFIED IN ITS CHARTER)


DELAWARE
(STATE OR OTHER JURISDICTION OF                          (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                           IDENTIFICATION NO.)

NATIONSBANK CORPORATION
NATIONSBANK CORPORATE CENTER
CHARLOTTE, NORTH CAROLINA                                28255
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                 (ZIP CODE)

                             ----------------------

                              PREFERRED SECURITIES
                       (TITLE OF THE INDENTURE SECURITIES)


===============================================================================








1. GENERAL INFORMATION. FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:

(A) NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISING AUTHORITY TO WHICH IT IS
    SUBJECT.

- --------------------------------------------------------------------------------
                  NAME                                        ADDRESS
- --------------------------------------------------------------------------------

SUPERINTENDENT OF BANKS OF THE STATE OF     2 RECTOR STREET, NEW YORK,
NEW YORK                                    N.Y.  10006, AND ALBANY, N.Y. 12203

FEDERAL RESERVE BANK OF NEW YORK            33 LIBERTY PLAZA, NEW YORK,
                                            N.Y.  10045

FEDERAL DEPOSIT INSURANCE CORPORATION       WASHINGTON, D.C.  20429

NEW YORK CLEARING HOUSE ASSOCIATION         NEW YORK, NEW YORK

(B)      WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.

YES.

2.       AFFILIATIONS WITH OBLIGOR.

         IF THE  OBLIGOR IS AN  AFFILIATE  OF THE  TRUSTEE,  DESCRIBE  EACH SUCH
AFFILIATION.

         NONE.  (SEE NOTE ON PAGE 3.)

16.      LIST OF EXHIBITS.

         EXHIBITS  IDENTIFIED IN PARENTHESES BELOW, ON FILE WITH THE COMMISSION,
         ARE INCORPORATED HEREIN BY REFERENCE AS AN EXHIBIT HERETO,  PURSUANT TO
         RULE 7A-29 UNDER THE TRUST  INDENTURE  ACT OF 1939 (THE "ACT") AND RULE
         24 OF THE COMMISSION'S RULES OF PRACTICE.

         1.       A COPY OF THE ORGANIZATION CERTIFICATE OF THE BANK OF NEW YORK
                  (FORMERLY  IRVING  TRUST  COMPANY)  AS  NOW IN  EFFECT,  WHICH
                  CONTAINS  THE  AUTHORITY  TO COMMENCE  BUSINESS AND A GRANT OF
                  POWERS TO  EXERCISE  CORPORATE  TRUST  POWERS.  (EXHIBIT  1 TO
                  AMENDMENT NO. 1 TO FORM T-1 FILED WITH REGISTRATION  STATEMENT
                  NO.  33-6215,  EXHIBITS  1A  AND 1B TO  FORM  T-1  FILED  WITH
                  REGISTRATION  STATEMENT NO. 33-21672 AND EXHIBIT 1 TO FORM T-1
                  FILED WITH REGISTRATION STATEMENT NO. 33-29637.)

         4.       A COPY OF THE EXISTING BY-LAWS OF THE TRUSTEE. (EXHIBIT 4 TO
                  FORM T-1 FILED WITH REGISTRATION STATEMENT NO. 33-31019.)



                                       -2-





         6.       THE CONSENT OF THE TRUSTEE REQUIRED BY SECTION 321(B) OF THE
                  ACT. (EXHIBIT 6 TO FORM T-1 FILED WITH REGISTRATION STATEMENT
                  NO. 33-44051.)

         7.       A COPY OF THE LATEST REPORT OF CONDITION OF THE TRUSTEE
                  PUBLISHED PURSUANT TO LAW OR TO THE REQUIREMENTS OF ITS
                  SUPERVISING OR EXAMINING AUTHORITY.



                                      NOTE


         INASMUCH  AS THIS FORM T-1 IS FILED PRIOR TO THE  ASCERTAINMENT  BY THE
TRUSTEE OF ALL FACTS ON WHICH TO BASE A RESPONSIVE  ANSWER TO ITEM 2, THE ANSWER
TO SAID ITEM IS BASED ON INCOMPLETE INFORMATION.

         ITEM 2 MAY,  HOWEVER,  BE  CONSIDERED AS CORRECT  UNLESS  AMENDED BY AN
AMENDMENT TO THIS FORM T-1.


                                      -3-







                                    SIGNATURE



         PURSUANT TO THE  REQUIREMENTS OF THE ACT, THE TRUSTEE,  THE BANK OF NEW
YORK, A CORPORATION  ORGANIZED  AND EXISTING  UNDER THE LAWS OF THE STATE OF NEW
YORK,  HAS DULY CAUSED THIS  STATEMENT OF ELIGIBILITY TO BE SIGNED ON ITS BEHALF
BY THE UNDERSIGNED,  THEREUNTO DULY AUTHORIZED, ALL IN THE CITY OF NEW YORK, AND
STATE OF NEW YORK, ON THE 17TH DAY OF DECEMBER, 1996.


                                      THE BANK OF NEW YORK



                                      BY: /s/ MARY LAGUMINA
                                          NAME:  MARY LAGUMINA
                                          TITLE: ASSISTANT VICE PRESIDENT



                                       -4-




                                                                Exhibit 7




                       Consolidated Report of Condition of

                              THE BANK OF NEW YORK

                     of 48 Wall Street, New York, N.Y. 10286
                     And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System,  at the close of business June 30, 1996,
published  in  accordance  with a call made by the Federal  Reserve Bank of this
District pursuant to the provisions of the Federal Reserve Act.

                                                      Dollar Amounts
ASSETS                                                  in Thousands
Cash and balances due from depos-
  itory institutions:
  Noninterest-bearing balances and
  currency and coin ..................                   $ 3,650,068
  Interest-bearing balances ..........                       738,260
Securities:
  Held-to-maturity securities ........                       784,969
  Available-for-sale securities ......                     2,033,407
Federal  funds  sold and  securities  
purchased  under  agreements  to resell in
domestic offices of the bank:
Federal funds sold ...................                     3,699,232
Securities purchased under
agreements to resell .................                        20,000
Loans and lease financing
  receivables:
  Loans and leases, net of unearned
    income .................28,109,045
  LESS: Allowance for loan and
    lease losses ..............586,658
  LESS: Allocated transfer risk
    reserve........................429
    Loans and leases, net of unearned
    income, allowance, and reserve                        27,521,958
Assets held in trading accounts ......                       678,844
Premises and fixed assets (including
  capitalized leases) ................                       608,217
Other real estate owned ..............                        50,599
Investments in unconsolidated
  subsidiaries and associated
  companies ..........................                       235,670
Customers' liability to this bank on
  acceptances outstanding ............                       904,948
Intangible assets ....................                       450,230
Other assets .........................                     1,299,464
                                                         -----------
Total assets .........................                   $42,675,866
                                                         ===========

LIABILITIES
Deposits:
  In domestic offices ................                   $19,223,050
  Noninterest-bearing .......7,675,758
  Interest-bearing .........11,547,292
  In foreign offices, Edge and
  Agreement subsidiaries, and IBFs ...                    11,527,685
  Noninterest-bearing ..........48,502






  Interest-bearing .........11,479,183
Federal funds purchased and secu-
  rities sold under agreements to re-
  purchase in domestic offices of
  the bank and of its Edge and
  Agreement subsidiaries, and in
  IBFs:
  Federal funds purchased ............                     1,498,351
  Securities sold under agreements
    to repurchase ....................                       126,974
Demand notes issued to the U.S.
  Treasury ...........................                       231,865
Trading liabilities ..................                       479,390
Other borrowed money:
  With original maturity of one year
    or less ..........................                     2,521,578
  With original maturity of more than
    one year .........................                        20,780
Bank's liability on acceptances exe-
  cuted and outstanding ..............                       905,850
Subordinated notes and debentures ....                     1,020,400
Other liabilities ....................                     1,543,657
                                                         -----------
Total liabilities ....................                    39,099,580
                                                         -----------

EQUITY CAPITAL
Common stock ........................                        942,284
Surplus .............................                        525,666
Undivided profits and capital
  reserves ..........................                      2,124,231
Net unrealized holding gains
  (losses) on available-for-sale
  securities ........................                    (    8,063)
Cumulative foreign currency transla-
  tion adjustments ..................                    (    7,832)
                                                         -----------
Total equity capital ................                      3,576,286
                                                         -----------
Total liabilities and equity
  capital ...........................                    $42,675,866
                                                         ===========


      I,  Robert E.  Keilman,  Senior  Vice  President  and  Comptroller  of the
above-named  bank do hereby  declare  that this  Report  of  Condition  has been
prepared in conformance with the  instructions  issued by the Board of Governors
of the  Federal  Reserve  System  and is true to the  best of my  knowledge  and
belief.

                                                     Robert E. Keilman

      We, the undersigned directors, attest to the correctness of this Report of
Condition  and  declare  that it has been  examined by us and to the best of our
knowledge  and belief has been  prepared in  conformance  with the  instructions
issued by the Board of Governors of the Federal  Reserve  System and is true and
correct.

                    
      J. Carter Bacot     
      Alan R. Griffith         Directors
      Thomas A. Renyi