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):
                        December 8, 1995


                     NATIONSBANK CORPORATION                   
     (Exact name of registrant as specified in its charter)

                          North Carolina
                    (State of Incorporation)

                             1-6523
                    (Commission File Number)

                           56-0906609
                (IRS Employer Identification No.)

                  NationsBank Corporate Center
                    Charlotte, North Carolina
           (Address of principal executive offices)

                              28255
                           (Zip Code)

                         (704) 386-5000
       Registrant's telephone number, including area code)





ITEM 5. OTHER EVENTS.

ACQUISITION OF INTERCONTINENTAL BANK.

     Effective at the close of business on December 13, 1995,
NationsBank Corporation ("NationsBank") completed the acquisition
of Intercontinental Bank ("ICBK") through the merger of ICBK into
a wholly owned national banking subsidiary of NationsBank (the
"Merger"). Pursuant to the Merger, each issued and outstanding
share of common stock of ICBK was converted into the right to
receive 0.4153 shares of NationsBank Common Stock, with cash paid
in lieu of any fractional shares.


SETTLEMENT OF LITIGATION INVOLVING NATIONS GOVERNMENT INCOME TERM
TRUSTS 2003 AND 2004.

     On December 8, 1995, NationsBank announced an agreement in
principle regarding the settlement of litigation involving the
sale of Nations Government Income Term Trusts 2003 and 2004 (the
"Funds") by NationsSecurities and NationsBanc Discount Brokerage,
Inc.  Pursuant to the agreement in principle, NationsBank will
provide $25 million to the Funds to directly benefit NationsBank
customers who hold investments in the Funds.  Further,
NationsBank will establish a $5 million pool to be shared by
customers who sold their shares in the Funds at a loss.  These
contributions are subject to a reduction to pay fees of the
plaintiffs' attorneys, which will not exceed $6 million.  The
Funds will use the contributions to invest in U.S. government
securities.  These securities are intended to be held to
maturity, which will occur at or near the termination date of the
Funds.  The agreement in principle relating to the Fund is
subject to judicial and other approvals. Approximately 16,100
investors hold the 31.6 million shares of the Funds, all of whom
will benefit from the settlement.  Claims involving the sale of
other securities by NationsSecurities and NationsBanc Discount
Brokerage, Inc. are not covered by this settlement.  A press
release describing the settlement is attached to this Current
Report as Exhibit 99.1.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

     (c)  Exhibits.

     The following exhibits are filed herewith:

     EXHIBIT NO>.             DESCRIPTION OF EXHIBIT

        99.1        News Release disseminated on December 8, 1995
                    regarding the settlement of Litigation
                    involving Nations Government Income Term
                    Trusts 2003 and 2004.



                            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.


                               NATIONSBANK CORPORATION


                               By: CHARLES M. BERGER
                                   Associate General Counsel

Dated:  December 15, 1995

EX-99.1

                                        EXHIBIT 99.1

NationsBank Corporation
NationsBank Corporate Center
Charlotte, NC 28255

LOGO                                    NEWS RELEASE

FOR IMMEDIATE RELEASE

DECEMBER 8, 1995 -- NationsBank has negotiated a resolution of
litigation involving the sale of Nations Government Income Term
Trusts 2003 and 2004 by NationsSecurities and NationsBanc
Discount Brokerage, Inc.

To directly benefit NationsBank customers who hold investments in
them, NationsBank will provide $25 million for the funds. 
Further, NationsBank will establish a $5 million pool to be
shared by customers who sold their shares of 2003 and 2004 at a
loss.  These contributions are subject to a reduction to pay fees
of the plaintiffs' attorneys, which will not exceed $6 million.

"This is the right course for NationsBank," said G. Patrick
Phillips, president of Financial Products for NationsBank. 
"While we vigorously deny the allegations against us, we wanted
to end this matter in a way that would benefit our customers.
More

page 2

"This is our response to a unique market situation and we believe
it will put the matter behind us," Phillips said.

The Term Trusts will use the contributions to invest in U.S.
government securities. These securities are intended to be held
to maturity, which will occur at or near the termination date of
the Trusts.

This comprehensive agreement to settle claims relating to the
Term Trusts is subject to judicial and other approvals. 
Approximately 16,100 investors hold the 31.6 million shares of
the 2003 and 2004 Term Trusts, all of whom will benefit from the
settlement.  Claims involving the sale of other securities by
NationsSecurities are not covered by this settlement.

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CONTACT:  Ellison Clary, (704) 386-8633.