8-K

                          SECURITIES AND EXCHANGE COMMISSION
                                           
                                Washington, D.C. 20549
                                           
                                       FORM 8-K
                                           
                                    CURRENT REPORT
                                           
                                           
                        Pursuant to Section 13 or 15(d) of the
                           Securities Exchange Act of 1934
                                           
                                           
            Date of Report (date of earliest event reported): May 21, 1997
                                           
                                           
                                           
                                           
                                WELLS FARGO & COMPANY
                (Exact name of registrant as specified in its charter)
                                           

              Delaware                 1-6214         No. 13-2553920
    (State or other jurisdiction  (Commission File    (IRS Employer
         of incorporation)             Number)        Identification No.)


                420 Montgomery Street, San Francisco, California 94163
                 (Address of principal executive offices)  (Zip Code)
                                           
                                           
         Registrant's telephone number, including area code:  (415) 477-1000
                                           
                                           
                                    Not applicable
            (Former name or former address, if changed since last report)



Item 5:  OTHER EVENTS

         Attached hereto as Exhibit 99 is the Press Release announcing the
         retirement of William F. Zuendt as President and Chief Operating
         Officer of Wells Fargo & Company later this year and the formation of
         the Office of the Chairman, a team which includes four vice chairmen
         and Paul Hazen, Chairman and Chief Executive Officer.

Item 7:  FINANCIAL STATEMENTS AND EXHIBITS

         (c)  Exhibits

              99   Copy of the Press Release announcing the retirement of
                   William F. Zuendt as President and Chief Operating Officer
                   of Wells Fargo & Company later this year.




                                      SIGNATURE

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, on May 21, 1997.



                                  WELLS FARGO & COMPANY



                                  By:  FRANK A. MOESLEIN
                                       -----------------------------
                                       Frank A. Moeslein
                                       Executive Vice President and Controller

EX-99

FOR IMMEDIATE RELEASE                                   Kim Kellogg

Wed., May 21, 1997 

WELLS FARGO PRESIDENT TO RETIRE LATER THIS YEAR

Wells Fargo & Co. today announced that President William Zuendt, 50, plans to
retire later this year. Effective immediately, four vice chairmen will form a
team with Chairman Paul Hazen, as part of a newly created Office of the
Chairman. 

Zuendt, who assumed the presidency in 1995, has been responsible for guiding the
bank's retail strategy since the early 1980s. 

"I've always planned to retire early, but there were so many challenges and
exciting developments throughout the 1990s that I kept postponing my decision,"
said Zuendt. "In the early 1990s, Wells Fargo was in the midst of the real
estate recession and I was an integral part of running the company on a day to
day basis. After that, time just flew, as one thing after another happened --
Carl Reichardt retired, I became president, and it was clear that we had a great
opportunity facing us with the possible acquisition of First Interstate. I
wanted to be part of that. 

"Now that we've acquired First Interstate and merged the two organizations, the
timing seems right." 

"We're sorry to be losing Bill," said Paul Hazen, chairman. "He has been an
invaluable member of our team for more than two decades and his vision has
helped shape us into one of the industry's leaders. He will be missed. 

"Fortunately, we've completed the integration of First Interstate and our senior
management team is in place throughout our territory. Now, our highest priority
is to capitalize on opportunities before us." 


                                   - more -


Zuendt retires/2

Office of the Chairman
"With the formation of the Office of the Chairman, we are expanding the
leadership team responsible for the overall direction of the company. The
individuals joining me in the Office of the Chairman bring a rich set of
capabilities that will enable us to continue to be a leader in the industry.
This team will play an active role with me in setting the direction for the
company," Hazen said. "Bill will continue to report to me until his retirement,
and he will resign from the Board in July." The management structure will be
organized along three customer segments: CONSUMER AND SMALL BUSINESS BANKING
will be headed by Vice Chairman Terri Dial, 47; INVESTMENT GROUPS, which serve
individual and institutional investors, will be headed by Vice Chairman Clyde
Ostler, 50. WHOLESALE BANKING, which serves commercial, corporate and real
estate customers, and includes The Trade Bank, will be headed by Vice Chairman
Charlie Johnson, 55. 

FINANCE, OPERATIONS, SYSTEMS AND ADMINISTRATIVE GROUPS that support the business
units, will be headed by Vice Chairman and Chief Financial Officer Rod Jacobs,
56. A separate business unit dedicated to Online Financial Services managed by
Dudley Nigg will also report to Rod. 





"I am enthusiastic about the breadth of capabilities and experiences of this
team of individuals and about their collective capacity for leadership," Hazen
said. 

BACKGROUND ON ZUENDT
Zuendt joined Wells Fargo in 1973, with responsibility for its computer systems
and operations. In 1980, he was elected an executive vice president and moved to
Retail Banking, where he directed the bank's strategy throughout the decade. He
became vice chairman in 1986, and president in January 1995. 

Raised in Hicksville, N.Y., Zuendt earned a B.S. degree in mathematics from
Rensselaer Polytechnic Institute in Troy, N.Y. in 1969, and an MBA degree from
Stanford University, 1973.