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):
                                January 17, 2001

                              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 January 17, 2001, Wachovia Corporation issued a press
                  release concerning its earnings and results for the fourth
                  quarter of 2000.

Item 6.           Not Applicable.

Item 7.           Exhibits.

                  99.1 Press Release, dated January 17, 2001, issued by
                       Wachovia Corporation.

                                    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 and Chief Financial Officer

Date: January 17, 2001

EX-99.1

Earnings Announcement                                                   Wachovia
                                                            Wachovia Corporation
                                                               Atlanta, GA 30383
                                                         Winston-Salem, NC 27150
For Additional Information:

Robert S. McCoy, Jr.
Vice Chairman and
Chief Financial Officer, 336-732-5926

Marsha L. Smunt
Investor Relations, 336-732-5788                                January 17, 2001

     Wachovia Announces Fourth Quarter Operating Earnings Per Share of $1.26

         Wachovia Corporation (NYSE: WB) today reported operating earnings of
$1.26 per diluted share for the fourth quarter of 2000 compared with $1.30 per
diluted share a year earlier. Operating net income was $257.4 million compared
with $266.6 million for the fourth quarter of 1999. Total revenue rose from the
fourth quarter of 1999 despite continued softness in capital markets income and
investment fees. For the full year of 2000, operating earnings per diluted share
were $4.58 compared with $4.97 in 1999, reflecting actions taken in 2000 to
increase loan loss reserves. Operating earnings exclude nonrecurring charges,
principally for merger integration and restructuring.
         "In a challenging year for the financial services industry, Wachovia
took aggressive steps that will be the foundation for good performance going
forward," said L.M. Baker Jr., chairman and chief executive officer. "Fourth
quarter and year-to-date results give evidence to the steps taken to manage
credit risk and control expenses while growing revenue. Despite the dampening
effect of a slowing economy, revenue for the year increased in all categories
except investment fees and capital markets income. Operating expenses were
contained for the year and declined significantly in the fourth quarter."

Wachovia Corporation (WB)


                                              Fourth Quarter             Full Year
                                              --------------             ---------
                                                                      
Financial Summary *                          2000         1999        2000         1999
- -----------------                            ----         ----        ----         ----
Operating net income ($ millions)             $257.4       $266.6      $935.5     $1,023.9
Operating earnings per diluted share           $1.26        $1.30       $4.58        $4.97
Total revenue ($ millions) **               $1,105.3     $1,078.5    $4,483.9     $4,120.7
Return on equity                              16.96%       19.20%      15.89%       18.85%
Return on assets                               1.43%        1.59%       1.34%        1.57%

* excludes nonrecurring charges     **  includes taxable equivalent net interest
                                        income and other operating revenue

       Reported net income was $244.7 million or $1.20 per diluted share for the
fourth quarter and $832.3 million or $4.07 per diluted share for the full year
2000. Reported earnings for the same periods of 1999 were $262.9 million or
$1.28 per diluted share and $1.011 billion or $4.90 per diluted share,
respectively. Included in fourth quarter 2000

                                   -Continued-



reported pretax earnings were $19.5 million in restructuring charges associated
with Wachovia's ongoing performance project designed to lift pretax earnings by
$425 million by the end of 2002. Remaining restructuring charges will be
incurred in the first quarter of 2001. Fourth quarter 1999 reported pretax
earnings included $5.7 million in charges to integrate the operations of
acquired companies.
       Total revenue rose $26.8 million from the fourth quarter of 1999 and
$363.2 million for the full year from 1999. Total revenue was down $55 million
from the third quarter, which included gains from branch sales and net
securitization activity of $42 million and $9 million, respectively. The net
yield on interest earning assets declined from 4.26 percent for fourth quarter
1999 to 3.94 percent for fourth quarter 2000 primarily as a result of
securitization transactions and pressure on funding costs. Average loans rose
$5.7 billion or 11.7 percent for the fourth quarter and $5.2 billion or 11
percent for the year, with most growth coming from real estate lending, both
commercial and residential. Growth occurred in all categories of other operating
revenue except investment fees and capital markets income that were affected by
market conditions.
         The provision for loan losses was $117.5 million for the fourth quarter
compared with $66.2 million a year ago and $124 million for the prior quarter.
The fourth quarter 2000 provision added $23 million to loan loss reserves
bringing the reserve balance to 1.50 percent of outstanding loans at December
31, 2000, compared with 1.12 percent a year earlier and 1.47 percent at the end
of the previous quarter. Nonperforming loans were up $55 million for the quarter
to $499.9 million at December 31, 2000. Net loan losses at $94.4 million for the
fourth quarter were above the $65.3 million reported a year ago and below the
$123.8 million reported in the third quarter. As a percentage of average loans
outstanding, net loan losses were .7 percent for the fourth quarter 2000
compared with .54 percent a year earlier and .94 percent in the third quarter.
       Operating expense, excluding nonrecurring charges, decreased $9.4 million
for the fourth quarter and increased $195.3 million for the year. Adjusting for
acquisitions, operating expense decreased approximately 6 percent compared with
fourth quarter 1999 and was level for the year. The decrease for the quarter
primarily reflects lower incentive compensation and management's ongoing efforts
to control costs.
       Wachovia will hold a conference call to discuss these results on January
17, 2001, at 9:30 a.m. (Eastern Time). The call will be available at
913-981-4911 or via the Internet at www.wachovia.com/investor/conference.asp.
Replays of the conference call will be available from 12:30 p.m. January 17
until midnight January 21 at the same Internet address or by phone
(719-457-0820, access code 779293).
       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.

Additional information can be found in the Investor Relations section of
Wachovia's web site at www.wachovia.com/investor


W A C H O V I A  C O R P O R A T I O N  A N D  S U B S I D I A R I E S
FINANCIAL SUMMARY



                                                          Quarter Ended                                Year Ended
                                                            December 31                               December 31
                                              -----------------------------------     -----------------------------------------
                                                                          Percent                                        Percent
                                                    2000          1999   Variance             2000              1999    Variance
                                              ----------    ----------   --------       ----------        ----------    --------
SUMMARY OF OPERATIONS
(thousands, except per share data)
                                                                                                          
Interest income - taxable equivalent          $1,412,949    $1,235,609       14.4       $5,381,842        $4,707,306        14.3
Interest expense                                 778,287       596,583       30.5        2,829,633         2,196,734        28.8
                                              ----------    ----------                  ----------        ----------
Net interest income - taxable equivalent         634,662       639,026       (0.7)       2,552,209         2,510,572         1.7
Taxable equivalent adjustment                      8,556        11,123      (23.1)          36,488            40,486        (9.9)
                                              ----------    ----------                  ----------        ----------
Net interest income                              626,106       627,903       (0.3)       2,515,721         2,470,086         1.8
Provision for loan losses                        117,463        66,174       77.5          588,450           298,105        97.4
                                              ----------    ----------                  ----------        ----------
Net interest income after provision for
     loan losses                                 508,643       561,729       (9.5)       1,927,271         2,171,981       (11.3)
Other operating revenue                          470,601       439,469        7.1        1,931,689         1,610,123        20.0
Securities (losses) gains                           (480)           60                        (417)           10,894
                                              ----------    ----------                  ----------        ----------
Total other income                               470,121       439,529        7.0        1,931,272         1,621,017        19.1
Personnel expense                                294,228       324,288       (9.3)       1,299,343         1,220,286         6.5
Merger-related charges                                 -         5,669                      28,958            19,309
Litigation settlement charge                           -             -                      20,000                 -
Restructuring charge                              19,543             -                     107,487                 -
Other expense                                    291,276       270,661        7.6        1,127,225         1,011,030        11.5
                                              ----------    ----------                  ----------        ----------
Total other expense                              605,047       600,618        0.7        2,583,013         2,250,625        14.8
Income before income taxes                       373,717       400,640       (6.7)       1,275,530         1,542,373       (17.3)
Applicable income taxes                          129,011       137,704       (6.3)         443,222           531,152       (16.6)
                                              ----------    ----------                  ----------        ----------
Net income                                     $ 244,706     $ 262,936       (6.9)       $ 832,308        $1,011,221       (17.7)
                                              ==========    ==========                  ==========        ==========

Net income per common share:
  Basic                                           $ 1.20        $ 1.30       (7.7)          $ 4.10            $ 4.99       (17.8)
  Diluted                                         $ 1.20        $ 1.28       (6.3)          $ 4.07            $ 4.90       (16.9)
Cash dividends paid per common share               $ .60         $ .54       11.1           $ 2.28            $ 2.06        10.7
Average basic shares outstanding                 203,407       202,168        0.6          202,989           202,795         0.1
Average diluted shares outstanding               204,393       205,096       (0.3)         204,450           206,192        (0.8)

PERFORMANCE RATIOS
(averages)
Annualized net yield on interest-earning
     assets                                         3.94%         4.26%                       4.11%             4.32%
Annualized return on assets                         1.36          1.57                        1.19              1.55
Annualized return on shareholders' equity          16.13         18.93                       14.14             18.62
Overhead ratio                                     54.74         55.69                       57.61             54.62

OPERATING PERFORMANCE EXCLUDING
  NONRECURRING ITEMS (1)
Net income                                     $ 257,409     $ 266,620       (3.5)       $ 935,497        $1,023,855        (8.6)
Net income per diluted common share               $ 1.26        $ 1.30       (3.1)          $ 4.58            $ 4.97        (7.8)
Annualized return on assets                         1.43%         1.59%                       1.34%             1.57%
Annualized return on shareholders' equity          16.96         19.20                       15.89             18.85
Overhead ratio                                     52.97         55.16                       54.12             54.15

CASH-BASIS FINANCIAL
  INFORMATION (1), (2)
Net income                                     $ 276,647     $ 279,401       (1.0)      $1,010,683        $1,067,619        (5.3)
Net income per diluted common share               $ 1.35        $ 1.36       (0.7)          $ 4.94            $ 5.18        (4.6)
Annualized return on assets                         1.57%         1.69%                       1.48%             1.65%
Annualized return on shareholders' equity          22.49         24.02                       21.19             22.83
Overhead ratio                                     50.81         53.82                       52.05             52.91


(1)  Excludes the effects of nonrecurring merger-related, litigation
     settlement and restructuring charges
(2)  Excludes the effects of purchase accounting-related intangibles


W A C H O V I A  C O R P O R A T I O N  A N D  S U B S I D I A R I E S
FINANCIAL SUMMARY


                                                          Quarter Ended                                  Year Ended
                                                           December 31                                    December 31
                                                   ---------------------------------            -----------------------------------
                                                                             Percent                                      Percent
                                                         2000        1999   Variance             2000           1999     Variance
                                                   ----------    ---------  --------        ----------      --------     ----------
                                                                                                         
SELECTED AVERAGE BALANCES
(millions)
Total assets                                         $ 71,844     $ 66,982       7.3         $ 69,699       $ 65,420          6.5
Loans - net of unearned income                         54,279       48,593      11.7           52,436         47,223         11.0
Loans (managed) (2)                                    57,946       50,489      14.8           55,871         48,557         15.1
Securities                                              8,434        9,016      (6.5)           8,365          9,340        (10.4)
Other interest-earning assets                           1,363        1,844     (26.1)           1,261          1,553        (18.8)
Total interest-earning assets                          64,076       59,453       7.8           62,062         58,116          6.8
Interest-bearing deposits                              35,518       33,107       7.3           35,213         32,325          8.9
Short-term borrowed funds                               9,386        9,836      (4.6)           8,988          9,401         (4.4)
Long-term debt                                         10,133        8,327      21.7            9,144          8,134         12.4
Total interest-bearing liabilities                     55,037       51,270       7.3           53,345         49,860          7.0
Noninterest-bearing deposits                            8,428        8,326       1.2            8,399          8,255          1.7
Total deposits                                         43,946       41,433       6.1           43,612         40,580          7.5
Shareholders' equity                                    6,069        5,555       9.3            5,886          5,430          8.4

CREDIT QUALITY DATA
(thousands)
Nonperforming assets                                 $521,277     $223,790     132.9         $521,277       $223,790        132.9
Nonperforming loans                                   499,899      204,098     144.9          499,899        204,098        144.9
Loans past due 90 days or more and still accruing     155,008       97,642      58.8          155,008         97,642         58.8
Net loan losses                                        94,364       65,258      44.6          364,493        291,326         25.1
Net loan losses (managed) (2)                         143,739       81,652      76.0          550,432        333,168         65.2
Net loan losses excluding credit cards                 45,200       23,932      88.9          165,549         75,992        117.9
Allowance for loan losses                             822,560      554,810      48.3          822,560        554,810         48.3
Nonperforming assets to total
  loans and foreclosed property                           .95%         .45%                       .95%           .45%
Annualized net loan losses to average loans               .70          .54                        .70            .62
Annualized net loan losses to
  average loans (managed) (2)                             .99          .65                        .99            .69
Annualized net loan losses to average loans
  excluding credit cards                                  .36          .22                        .35            .18
Allowance for loans losses to total loans                1.50         1.12                       1.50           1.12
Allowance for loan losses times
  nonperforming loans                                    1.65x        2.72x                      1.65x          2.72x

SELECTED FINANCIAL DATA AT PERIOD-END
(millions, except per share data)
Total assets                                                                                 $ 74,032       $ 67,353          9.9
Interest-earning assets                                                                        65,520         59,583         10.0
Loans - net of unearned income                                                                 55,002         49,621         10.8
Loans (managed) (2)                                                                            58,648         51,517         13.8
Deposits                                                                                       44,412         41,786          6.3
Shareholders' equity                                                                            6,285          5,658         11.1
Shareholders' equity to total assets                                                             8.49%          8.40%
Risk-based capital ratios:
  Tier I capital                                                                                  7.6(1)         7.5
  Total capital                                                                                  11.6(1)        11.0
Per share:
  Book value                                                                                  $ 30.89        $ 28.04         10.2
  Common stock closing price (NYSE)                                                           $ 58.13        $ 68.00        (14.5)
Common shares outstanding (thousands)                                                         203,424        201,812

(1)  Estimated
(2)  Includes securitized credit card receivables