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Contact:   Betsy Weinberger
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March 18, 2002
Evergreen Investments Votes Against Hewlett-Packard's Purchase of Compaq Computer

CHARLOTTE, N.C. - Wachovia Corporation (NYSE:WB), through its asset management subsidiary Evergreen Investments, announced today that it will vote against Hewlett-Packard Company's proposal to buy Compaq Computer Corp.

Wachovia owns approximately two million outstanding shares of Hewlett-Packard, which amounts to a 0.1 percent stake in the world’s second largest computer company. The majority of these shares are held in accounts in which the company has voting authority.

“This decision was reached after a full review of the merger plan and other information such as the analysis put forth by Institutional Shareholder Services, and the concerns voiced by dissenting parties,” said Dennis Ferro, chief investment officer of Evergreen Investments.

Some of the reasons Wachovia will vote against the merger include a potential dilution of earnings and the challenge of a large corporate integration in a business where the technology constantly changes, Ferro added.

The Hewlett-Packard shareholder vote is set for tomorrow, March 19.

Evergreen Investments, within Wachovia’s Capital Management Group, is a leading asset management firm offering mutual funds, institutional portfolios, variable annuities, retirement plans, alternative investments and private accounts. As of December 31, Evergreen Investments managed more than $212 billion in assets.

Wachovia Corporation (NYSE:WB), created through the September 1, 2001, merger of First Union and Wachovia, had assets of $330 billion at December 31 and $28 billion in stockholders' equity. Wachovia is a leading provider of financial services throughout the East Coast and the nation. The company operates full-service banking offices under the First Union and Wachovia names in 11 East Coast states and Washington, D.C., and offers full-service brokerage with offices in 49 states and global services through more than 30 international offices. Online banking and brokerage products and services are available through wachovia.com and firstunion.com.


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