Fitch Ratings Upgrades Wachovia Corporation.

NEW YORK -- Fitch Ratings has upgraded the long-term and short-term ratings for Wachovia Corporation to 'AA-/F1+' from 'A+/F1'. The Rating Outlook is Stable by Fitch. Fitch has also upgraded Wachovia's subsidiaries and their debt as detailed at the end of this release. Finally, while the debt issue ratings for the outstanding obligations issued by SouthTrust Bank have been upgraded, Fitch has withdrawn the bank's issuer ratings as SouthTrust Bank was merged into Wachovia Bank, NA earlier this quarter.

Wachovia has made tangible improvements in performance and structure since Fitch assigned a Rating Outlook Positive in September 2003. Wachovia has a diverse franchise, with formidable deposit market shares throughout its footprint. At the same time, management has exhibited a disciplined approach to risk management, which has allowed the firm to achieve noticeable growth, while closely managing asset quality, liquidity, integration processes, and risk-adjusted profitability. The General Bank, which is the core, traditional retail, small business, and middle market commercial bank, has exhibited solid financial performance and is poised to continue to reap the benefits of the breadth and depth of Wachovia's presence from New York to Florida and as far west as Texas. The General Bank contributes more than half of Wachovia's earnings in any typical period.

The Corporate & Investment Bank, which represented about one third of earnings in 2004, has been expanding selectively, positioning the firm to provide capital markets products to its corporate and middle market customers, while also aiming to be a significant player in niches such as structured finance and real estate. The Capital Management business, which houses what is now the third largest full service retail brokerage in the U.S., as well as other businesses including mutual funds, insurance, and institutional trust, is a solid contributor, and is well positioned to take advantage of the improving economic environment. Finally, Wealth Management, while still only a minor contributor to Wachovia's overall profitability, has exhibited strong momentum and very strong profit returns.

On a consolidated basis, Wachovia's asset quality is very strong, reflecting both management's approach to credit, as well as the current economic environment. Capital is viewed as adequate, in light of the above-mentioned characteristics, although if the firm were to reduce its capital position to its tangible common equity target of 4.7% and were to move to the upper end of its targeted dividend payout range (40% to 50%), it would likely reduce the firm's flexibility to make significant acquisitions in the future without a negative rating impact.

The following ratings are upgraded by Fitch:

Wachovia Corporation

-- Senior debt to 'AA-' from 'A+';

-- Subordinated debt to 'A+' from 'A';

-- Short-term debt to 'F1+' from 'F1';

-- Outlook Stable.

Wachovia Bank, NA

-- Long-term deposits to 'AA' from 'AA-';

-- Senior debt to 'AA-' from 'A+';

-- Subordinated debt to 'A+' from 'A';

-- Short-term debt to 'F1+' from 'F1';

-- Outlook Stable.

Wachovia Bank of Delaware, NA

-- Long-term deposits to 'AA' from 'AA-';

-- Senior debt to 'AA-' from 'A+';

-- Short-term debt to 'F1+' from 'F1';

-- Outlook Stable.

Central Fidelity Capital Trust I

Corestates Capital Trust I-III

First Union Capital I-II

First Union Institutional Capital I-II

Wachovia Capital Trust I, II, V

-- Trust-preferred to 'A+' from 'A',

-- Outlook Stable.

The following ratings are affirmed by Fitch:

Wachovia Corporation

-- Individual rating at 'B';

-- Support rating at '5'.

Wachovia Bank, NA

-- Short-term deposits at 'F1+';

-- Individual rating at 'B';

-- Support rating at '3'.

Wachovia Bank of Delaware, NA

-- Short-term deposits at 'F1+';

-- Individual rating at 'B',

-- Support rating at '3'.

The following inactive subsidiaries with subordinated debt outstanding are upgraded by Fitch:

Corestates Capital Corp.

First Union National Bank -- Florida

Signet Bank/Virginia

SouthTrust Corporation

The Money Store

-- Subordinated debt to 'A+' from 'A';

-- Outlook Stable.

The following inactive subsidiary with senior and subordinated debt outstanding is upgraded by Fitch:

SouthTrust Bank

-- Senior debt to 'AA-' from 'A+';

-- Subordinated debt to 'A+' from 'A';

-- Outlook Stable.

The following ratings are withdrawn by Fitch due to intracompany merger or redemption:

SouthTrust Corporation

-- Senior debt withdrawn (formerly 'A+').

SouthTrust Bank

-- Issuer rating withdrawn (formerly 'A+');

-- Short-term deposits withdrawn (formerly 'F1+');

-- Short-term debt withdrawn (formerly 'F1');

-- Individual withdrawn (formerly 'B');

-- Support withdrawn (formerly '3').