First Commercial Announces Third Quarter Earnings.

LITTLE ROCK, Ark.--(BUSINESS WIRE)--Oct. 21, 1997--Barnett Grace, chairman, president and chief executive officer of First Commercial Corporation, an Arkansas-based bank holding company, announced today that FCC reported earnings of $.75 per share in 1997's third quarter ended September 30, an increase of 23% from $.61 per share reported for the third quarter of 1996. The third quarter of 1997 included several non-recurring items.

An extraordinary gain of $.44 per share was recognized from the required divestiture of banks in the Searcy and Russellville markets. Also, the Company increased its allowance for loan and lease losses by $17 million, or $.30 per share after tax. This was the result of cautions to the financial services industry from regulators regarding reserve levels, and decreasing non-performing loan coverage ratios caused by the substantial acquisition activity in the first three quarters.

Additionally, FCC incurred numerous acquisition expenses during the third quarter; an accrual was made for a dispute that arose with one of the mortgage subsidiaries' investors; and a reserve for a lawsuit settlement was recorded by one of the banking subsidiaries. These total approximately $7.5 million, or $.13 per share after tax. FCC's 1.60% return on average assets for the third quarter of 1997 compares with 1.30 % in the same quarter of 1996, and the 16.77% return on average common stockholders' equity compares with 15.12% in the prior year's third quarter.

Total assets at September 30, 1997, were $6.6 billion, an increase of 4% from a year earlier, while loans and leases, net of unearned income, increased 5% to $4.2 billion, and total deposits increased 4% to $5.7 billion. Excluding the impact of acquisitions and divestitures, 1997's third quarter loan totals grew at an annualized pace of 8% from the second quarter of 1997.

Total stockholders' equity was $627 million on September 30, 1997, up 15% from a year earlier. FCC's total equity position equaled 9.46% of total assets at the end of 1997's third quarter, up from 8.53% in 1996. FCC continues to maintain strong capital ratios while earning competitive returns for its shareholders. FCC's leverage ratio was 8.91% compared to a prescribed regulatory minimum of 3%. The Company's tier I risk-based capital ratio was 12.81%. The prescribed regulatory minimum is 4%. The total risk-based capital ratio was 13.67% compared with a prescribed regulatory minimum of 8%.

On September 30, 1997, FCC's allowance for possible loan and lease losses equaled 1.96% of the loan and lease portfolio. Non-performing loans amounted to 1.00% of total loans and leases as compared to .60% a year earlier. The allowance for possible loan and lease losses equaled 196.27% of non-performing loans at period-end as compared with 244.43% on September 30, 1996. The allowance for loan and lease losses and other real estate losses to non-performing assets was 226.27% on September 30, 1997, down from 298.74% a year earlier.

Net income in 1997's third quarter was 29% above net income in the third quarter of 1996. These strong operating results were primarily due to net interest income, which was up 11% from third quarter 1996. Additionally, the Company experienced a slight decrease in non-interest expenses, excluding non-recurring items, from third quarter 1996 to third quarter 1997, mainly attributable to a change in the estimated life of mortgage servicing rights, thereby reducing amortization expense.

In commenting on third quarter results, Grace noted several recent announcements. "On July 1, 1997, the Company welcomed First Central Corporation of Searcy, Arkansas, and its bankers into the FCC community of banks. First Central Corporation is the parent of First National Bank of Searcy, Arkansas, and adds assets of approximately $265 million to our Company.

"On August 17, 1997, FCC announced that it had entered into a definitive agreement for the purchase of First Charter Bancshares, Inc., which has assets of approximately $71 million and approximately $400 million in mortgage loan servicing. This transaction is expected to close in the fourth quarter of 1997, at which time Charter State Bank's Beebe branch will merge with First Commercial's Searcy affiliate, First National Bank of Searcy, and its North Little Rock branch will merge with First Commercial Bank, Little Rock. Charter Mortgage and Investments will bring an experienced team of mortgage bankers that will assist First Commercial Mortgage Company in expanding its presence in Arkansas.

"On August 29, 1997, FCC announced it had entered into a definitive agreement to purchase the Lancaster, Texas, branch of Texas Commerce Bank. When the acquisition is complete in early December, all customers of the Texas Commerce branch will become customers of the existing Lancaster branch of FCC affiliate Kilgore First National Bank.

"On October 1, 1997, it was announced that Kemmons Wilson, Inc., will merge with First Commercial Corporation. Kemmons Wilson, Inc., is the parent company of KW Bancshares, Inc., which owns Federal Savings Bank. Headquartered in Rogers, Arkansas, Federal Savings Bank has assets of $488 million anr the important Fort Smith market. The transaction is expected to close in the first quarter of 1998.

"Congratulations to Ed Henry on his recent election as vice chairman of the board of the Corporation. During the past thirtn and its affiliate banks."

First Commercial Corporation is a $6.6 billion bank holding company with affiliate banks in Arkansas, Tennessee, Texas and Louisiana and a 50% interest in each of two banks in Oklahoma. FCC's non-bank. -0-

                     FIRST COMMERCIAL CORPORATION

                          Three Months Ended    Nine Months Ended
                             September 30,         September 30,
 Dollars in thousands       1997              4,243,643  3,958,855  4,267,176  3,912,417
Deposits                  5,722,422  5,476,911  5,824,509  5,433,569
Interest bearing
 liabilities              4,747,9 $1,577,123
Book value per share                                17.66      16.04
Non-accrual loans                                  29,930     15,675
Loans past due 90     1.60%      1.30%      1.45%      1.27%
Return on equity             16.77      15.12      15.96      15.02
Net interest margin           4.77       4.55       4.71   6         54
   -  Goodwill                                     36,067     41,678
   -  Core deposit
       intangibles                                  1,333      1,68              6,342      4,530
   -  Bond issues                                   2,531      2,363
Mortgage servicing
 portfolio(in millions)                             6,558      7,547
Tier I capital                                    582,633    496,849
Tier I leverage ratio                                8.91%      7.97%
Tier I risk-based capital
 ratio                                              12.81%     11.42%
Total risk-based capital
 ratio                                              13.67%     12.24%
Common stock closing
 price (NASDAQ)                                    $48.00     $32.86

Note:  The FAS 115 equity adjustment is not used in ratio calculations.

                     FIRST COMMERCIAL CORPORATION
                   CONSOLIDATED STATEMENT OF INCOME
                              (Unaudited)


                              Three Months Ended    Nine Months Ended
                                 September 30,         September 30,
Dollars in thousands            1997       1996       1997       1996
Interest Income
Loans and leases,
 includingerm investments          2,350      1,864      6account securities          6         10
       16         1
2
     TOTAL INTEREST INCOME    122,739    114,970    369,595    338,848

Interest Expense
Interest on deposits           49,280     48,106    150,751    143,324
Short-term borrowings           2,507      2,383      7,655      7,363
Long-term debt                    123        408        843      1,193
     TOTAL INTEREST EXPENSE    51,910     50,897    159,249    151,880

Net Interest Income            70,829     64,073    210,346    186,968
Provision for possible loan
 & lease losses                18,993      2,633     24,943      6,620
     Net interest income
      after provision for
      possible loan & lease
      losses                   51,836     61,440    185,403    180,348

Other Income
Trust department income         3,752      3,033     10,182      9,293
Mortgage servicing fee
 income                         8,978     10,039     27,653     32,252
Broker-dealer operations
 income                         1,556      1,037      3,870      2,945
Service charges on deposit
 accounts                       8,206      7,637     24,661     21,902
Other service charges and
 fees                           3,978      3,530     12,049     10,329
Investment securities gains
 (losses), net                   (119)       (76)      (121)        14
OREO gains (losses), net         (824)      (197)    (1,698)      (563)
Other                           2,159      2,087      5,845      5,871
      TOTAL OTHER INCOME       27,686     27,090     82,441     82,043

Other Expense
Salaries, wages and
 employee benefits             27,127     26,421     83,498     79,624
Net occupancy                   3,832      3,757     11,705     10,781
Equipment                       4,138      3,754     12,038     10,837
FDIC insurance                    258        609        262      1,159
Amort. of purchased mort.
 servicing. rights              2,725      4,958     11,066     15,122
Other                          25,791     17,393     61,762     53,419
      TOTAL OTHER EXPENSE      63,871     56,892    180,331    170,942

Income before income taxes     15,651     31,638     87,513     91,449
Income tax provision            4,503     11,043     30,630     31,872

Income before extraordinary
 gain                          11,148     20,595     56,883     59,577
Extraordinary gain, net of
 income taxes of               $9,641     15,443          0     15,443
      NET INCOME              $26,591    $20,595    $72,326    $59,577

Weighted average number of
  common shares outstanding
  during the period        35,440,707 33,894,986 35,414,528 33,981,052
Earnings per common share
   Before extraordinary
    gain                        $0.31      $0.61      $1.60      $1.75
   Extraordinary gain           $0.44         --      $0.44         --

   Net Income                   $0.75      $0.61      $2.04      $1.75


                     FIRST COMMERCIAL CORPORATION
                      CONSOLIDATED BALANCE SHEET
                              (Unaudited)

                                                    September 30,
Dollars in thousands                              1997        1996

Assets
Cash and due from banks                         $411,471    $360,826
Investment securities held-to-maturity           442,599     482,305
Investment securities available-for-sale       1,109,361   1,098,037
Trading account securities                           220         307
Short-term investments                           199,771      97,782
Loans and Leases, net of unearned income       4,193,755   4,010,548
    Allowance for possible loan and lease
     losses                                      (82,002)    (58,632)

   Loans and lease financing, net              4,111,753   3,951,916
Bank premises and equipment, net                 123,612     127,459
Other real estate owned, net of allowance for
   possible losses of $60 ($49 in 1996)            3,177       2,203
Other assets                                     227,510     248,253
     TOTAL ASSETS                             $6,629,474  $6,369,088


Liabilities and Stockholders' Equity
Non-interest bearing transaction accounts     $1,210,396  $1,061,980
Interest bearing transaction and savings
 accounts                                      1,866,196   1,729,989
Time deposits                                  2,640,031   2,727,348
   Total deposits                              5,716,623   5,519,317
Short-term borrowings                            197,810     206,399
Other liabilities                                 82,790      72,865
Long-term debt                                     5,112      27,386
   Total liabilities                           6,002,335   5,825,967

Stockholders' equity
   Preferred stock, $1 par value, 400,000
    shares authorized, none issued                    --          --
   Common stockholders' equity, 50,000,000
     shares authorized, $3 par value,
     35,509,110 and 33,862,211 shares issued,
     respectively                                106,527      98,114
   Capital surplus                               264,978     226,012
   Retained earnings                             252,060     227,183
   Unrealized net losses on available-for-sale
     securities, net of income tax                 3,574      (2,069)
   Less treasury stock at cost, 0 and 210,530
    shares, respectively                              --      (6,119)
       Total common stockholders' equity         627,139     543,121

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $6,629,474  $6,369,088

CONTACT: First Commercial Corp., Little Rock

Lynn Wright, 501/371-7142