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):
                                 August 28, 2000

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

        NORTH CAROLINA                 No. 1-9021              No. 56-1473727
(State or other jurisdiction of   (Commission File Number)     (IRS Employer
         incorporation)                                      Identification No.)

                 100 North Main Street, Winston-Salem, NC 27101
                   191 Peachtree Street NE, Atlanta, GA 30303
                    (Address of principal executive offices)

               Registrant's telephone number, including area code:
                           Winston-Salem 336-770-5000
                              Atlanta 404-332-5000

                                 Not applicable.
          (Former name or former address, if changed since last report)





Items 1 - 4.  Not Applicable.

Item 5.  Other Events

         On August 28, 2000, Wachovia Corporation (the "Corporation") issued the
news release attached hereto as Exhibit 99.1 (the "News Release"). The News
Release is incorporated herein by reference.

         The News Release contains forward-looking statements regarding the
Corporation, including, without limitation, statements relating to the
Corporation's expectations with respect to revenue, earnings and expense
reductions. Words such as "may", "could", "would", "should", "believes",
"expects", "anticipates", "estimates", "intends", "plans", "targets" or similar
expressions are intended to identify forward-looking statements. These
forward-looking statements are not guarantees of future performance and involve
certain risks and uncertainties that are subject to change based on various
factors (many of which are beyond the Corporation's control). The following
factors, among others, could cause the Corporation's financial performance to
differ materially from the expectations expressed in such forward-looking
statements: (1) business increases, productivity gains and other investments are
lower than expected or do not pay for severance or other related costs as
quickly as anticipated; (2) competitive pressures among financial service
companies increase significantly; (3) the strength of the United States economy
in general and the strength of the local economies of the States in which the
Corporation conducts operations; (4) the effects of, and changes in, trade,
monetary and fiscal policies and laws, including interest rate policies of the
Board of Governors of the Federal Reserve System; (5) inflation, interest rate,
market and monetary fluctuations; (6) adverse conditions in the stock market,
the public debt market and other capital markets, and the impact of such
conditions on the Corporation's activities; (7) the timely development of
competitive new products and services by the Corporation and the acceptance of
these products and services by new and existing customers; (8) the impact of
changes in financial services' laws and regulations; (9) changes in
technological; (10) changes in consumer spending and saving habits; (11)
unanticipated regulatory or judicial proceedings; and (12) the success of the
Corporation at managing the risks involved in the foregoing. Additional
information with respect to factors that may cause actual results to differ
materially from those contemplated by such forward-looking statements is
included in the reports filed by the Corporation with the Securities and
Exchange Commission. The Corporation cautions that the foregoing list of factors
is not exclusive and not to place undue reliance on forward-looking statements.
The Corporation does not intend to update any forward-looking statement, whether
written or oral, relating to the matters discussed in the News Release.


Item 6.  Not Applicable.

Item 7.  Exhibits.

         99.1 News Release, dated August 28, 2000, issued by Wachovia
Corporation.


                                      -2-




                                    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 hereunto duly authorized.

                           WACHOVIA CORPORATION


                           By: /s/ Robert S. McCoy, Jr.
                               -----------------------------------------------
                               Name: Robert S. McCoy, Jr.
                               Title:   Vice-Chairman, Chief Financial Officer
                                       and Treasurer

Date: August 28, 2000


                                      -3-

EX-99.1

For Additional Information:
Ed L. Hutchins, 336-732-4200
ed.hutchins@wachovia.com
August 28, 2000

For Release:  Immediately

     Wachovia Announces Resource Realignment As Part Of Performance Project

     Wachovia Corporation (NYSE: WB) is eliminating approximately 1,800
positions as part of a continuing performance project designed to lift pre-tax
earnings by $425 million by 2002.

     The performance project, initiated in 1999, seeks to accomplish earnings
improvement through revenue enhancement, productivity gains, sharper capital
deployment and expense management.

     "The resource realignment announced today is another step in a thoughtful
process that will make Wachovia stronger and more competitive," said L. M. Baker
Jr., chairman and chief executive officer. "In order to compete effectively,
Wachovia must continue to build performance. We must continue to take decisive
actions, even when those are difficult."

     The positions to be eliminated were identified through a productivity
review focused on improving work processes, introducing new technology,
broadening spans of control, eliminating levels of management and instilling an
entrepreneurial spirit throughout the company. The job reductions will be spread
throughout the organization and all levels of professional staff are affected.
To ease the effect on displaced employees, Wachovia has enhanced severance
policies and career transition benefits.

     The staff reductions will reduce expenses by $100 million over time. The
company will take a pre-tax restructuring charge of $85 million to $100 million,
primarily to cover severance costs related to the positions being eliminated. A
substantial portion of the charge will be taken in the third quarter. Wachovia
currently has 21,300 employees.

     "In today's economic environment companies must constantly reshape lines of
business for strong performance," said Baker. "Discipline is necessary to ensure
that time, energy and resources are targeted to the highest opportunities for
growth and to provide high levels of service to customers."

     Wachovia Corporation, with dual headquarters in Atlanta and Winston-Salem,
N.C., is a leading financial holding company serving regional, national and
international markets. At June 30, 2000, Wachovia had assets of $70.8 billion.
Member companies offer consumer and commercial banking, asset and wealth
management, bank card, capital markets and investment banking, brokerage and
insurance services. Wachovia Bank, N.A., the principal subsidiary, has nearly
700 offices and 1,400 ATMs in Florida, Georgia, North Carolina, South Carolina
and Virginia. Wachovia's highly rated Web site is located at www.wachovia.com.

This news release contains forward-looking statements regarding Wachovia
Corporation. All forward-looking statements involve risk and uncertainty and
actual results could differ materially from the anticipated results or other
expectations expressed in the forward-looking statements. A discussion of
factors that could cause actual results to differ materially from those
expressed in the forward-looking statements is included in Wachovia's filings
with the Securities and Exchange Commission, including the Current Report on
Form 8-K, dated August 28, 2000.