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May 08, 1998
First Union Announces Board Nominations Associated With CoreStates Merger

PHILADELPHIA -- First Union today announced the six CoreStates Financial Corp. directors who are expected to be elected to the board of directors of First Union Corporation at the June board meeting. At the same time, First Union also announced the directors of its five-state Regional Advisory Board and directors of the $100 million "First Union Regional Foundation" that the company has established for Pennsylvania, New Jersey and Delaware.

In addition to CoreStates Chairman Terrence A. Larsen, previously identified as one of the directors to be named, other nominees to be elected to the First Union Corporation board of directors are:

Ernest E. Jones, executive director, Greater Philadelphia Urban Affairs Coalition;
Herbert Lotman, chairman and chief executive office, Keystone Foods Corporation;
Patricia A. McFate, senior scientist and program director, Center for National Security Negotiations, Science Applications International Corporation;
James M. Seabrook, chairman and chief executive officer, Seabrook Brothers & Sons, Inc., and
Raymond W. Smith, chairman and chief executive officer, Bell Atlantic Corporation.
As Larsen joins the First Union board, the company announced his decision to step down as vice chairman of the corporation, effective July 1, 1998. "Terry has played a key role in enabling us to build a combined company that will make a lasting, positive impact on the communities we serve," said Edward E. Crutchfield, chairman and chief executive officer of First Union Corporation. "Terry has worked with us to bring together two dynamic management teams from CoreStates and First Union to lead our company in the five-state region and beyond. I look forward to his joining the First Union corporate board of directors to give guidance as we deliver to communities and to customers the benefits of the combined company."

Larsen said he felt good about the combined team, which he said "is a strong blend of great leaders from both franchises in the region, and assures a high degree of continuity and progress for our customers and communities. With this solid foundation in place, I believe the best way I can support First Union going forward is as a board member and an advisor. At the same time, I have long wanted to direct more of my energies to community concerns in particular to education and diversity, two areas with high potential for improving the economic situation and overall well-being of our community. I look forward to the opportunity to work on these issues intensively."

Larsen is expected to chair the first meeting of the board of the First Union Regional Foundation as it establishes guidelines and a structure to manage th $100 million endowment provided as part of the merger agreement. The foundation will primarily focus on community revitalization and enhancing the quality of life and economic vitality of the region. The foundation is now fully funded and is expected to be operational by mid-July.

The following individuals, which include several former CoreStates directors, will serve on the First Union Regional Foundation board:

Robert S. Appleby, chairman of the board, George & Lynch, Inc.;
Lillian Escobar Haskins, president, Escobar Haskins Associates;
Carlton E. Hughes, chairman, Stewart-Amos Steel, Inc.;
Ernest E. Jones, executive director, Greater Philadelphia Urban Affairs Coalition;
George V. Lynett, Esq., publisher, The Scranton Times;
Marlin Miller, Jr., president and chief executive officer, Arrow International, Inc.;
Stephanie W. Naidoff, Esq., president and chief executive officer, Regional Performing Arts Center;
Malcolm D. Pryor, chairman and founding partner, Pryor, McClendon, Counts & Co., Inc.;
Peter S. Strawbridge, retired president, Strawbridge & Clothier;
Judith M. von Seldeneck, president and chief executive officer, The Diversified Search Companies; and
John D. Wallace, retired, CoreStates Financial Corp.

An additional outside director from New Jersey is expected to be named later. Three current officers of First Union also will serve on the foundation board:

Charles P. Connolly, Jr., president, First Union Bank-Pennsylvania/Delaware;
Robert Reid, head of the General Banking Group, First Union-Atlantic; and
Judith N. Allison, senior vice president, Corporate Contributions and Community Involvement.
Larsen also will chair the first meeting of the five-state First Union Regional Advisory Board provided for in the merger agreement. The board will provide direction for New York, Connecticut, New Jersey, Pennsylvania and Delaware. Members of the regional advisory board are:
Lee A. Butz, president, Alvin H. Butz, Inc.;
Luther R. Campbell, Jr., partner, Campbell, Rappold & Yurasits, LLP;
James G. Cullen, president and chief executive officer, Telecom Group, Bell Atlantic Corporation;
Kevin G. Halpern, president and chief executive officer, The Cooper Health Systems;
Carlton E. Hughes, chairman, Stewart-Amos Steel, Inc.;
Daniel J. Keating, III, president, Keating Building Corporation;
Ezekiel S. Ketchum, retired president and chief operating officer, Meridian Bancorp., Inc.;
Leonard I. Korman, chairman and chief executive officer, Korman Commercial Properties;
George V. Lynett, Esq., publisher, The Scranton Times;
Rocco J. Marano, retired chairman of Blue Cross and Blue Shield, Inc.;
James D. Morrissey, Jr., president and chief operating officer, James D. Morrissey, Inc.;
Marsha Reines Perelman, chairman and chief executive officer, Cot'nWash, Inc.;
Carrolle Fair Perry, board member of the Douty Foundation and an independent consultant;
Daniel H. Polett, chairman, Wilkie Chevrolet/Buick/Subaru Company;
Seymour S. Preston, III, chairman and chief executive officer, AAC Engineered Systems, Inc.;
Robert M. Scott, retired president of the Philadelphia Museum of Art;
Rebecca Stafford, president, Monmouth University;
Peter S. Strawbridge, retired president, Strawbridge & Clothier;
Anthony P. Terracciano, vice chairman, American Water Works;
Bernard C. Watson, Ph.D.;
Paul H. Woodruff, chairman, Environmental Resources Management, Inc.; and
Earle A. Wootton, president and chief executive officer, Montrose Publishing Company, Inc.