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Contact:   Valarie Harris
(704) 383-7742

June 30, 1998
First Union Completes Merger with the Money Store

CHARLOTTE, N.C. - First Union Corporation (NYSE: FTU) and The Money Store (NYSE: MON) have completed their previously announced merger, creating the nation's number one coast-to-coast provider of home equity and SBA loans and the number three provider of student loans. As previously announced, the transaction is expected to be immediately accretive to First Union's earnings.

First Union has repurchased common stock in the open market equal to the total number of shares expected to be issued in the transaction. Holders of The Money Store common stock will receive 0.5851 shares of First Union common stock for each share of The Money Store common stock. Holders of The Money Store convertible preferred stock will receive 0.5383 shares of First Union common stock for each share of The Money Store convertible preferred stock. The total purchase price is approximately $2.1 billion.

In connection with the merger, First Union Corporation is guaranteeing The Money Store's publicly traded 8.05% and 8.375% senior notes and 7.30% and 7.95% subordinated notes.

"Through The Money Store, First Union will be able to meet the financial needs of a broader range of customers -- like hard-working families who may have fallen behind in their credit payments because of job loss, medical emergency or family crisis and are facing high-interest, revolving credit debt," said Jack Antonini, head of First Union's Consumer Banking Group. "The Money Store products and services will allow us to say yes to more customers more often."

The Money Store, which will retain its 31-year-old name, will continue to operate as a separate delivery channel within the First Union Consumer Banking Group, which includes the mortgage business, home equity bank, electronic and telephone banking, credit card, consumer credit and automobile finance businesses. The Money Store CEO, Marc Turtletaub, and the company's senior management will remain.

The Money Store headquarters will remain in Union, N.J., and the company will maintain a significant presence in Sacramento, Calif. The Money Store, with more than 4,800 employees, operates 172 branches in 50 states and call centers that primarily handle customer inquiries through the well-known 1-800-LOAN-YES line.

First Union is a leading provider of financial services to more than 16 million retail and corporate clients throughout the East Coast and the nation. It is the sixth-largest bank holding company in the United States with assets of $220 billion as of March 31, 1998.

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