First Commerce Bancshares Inc – ‘DEFR14A’ on 2/14/00

On:  Monday, 2/14/00   ·   Accession #:  768532-0-9   ·   File #:  0-14277

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Revised Definitive Proxy Solicitation Material   —   Schedule 14A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: DEFR14A     Letter to Nbc Customers                                3±    10K 


SCHEDULE 14A INFORMATION

         Proxy Statement Pursuant to Section 14(a)
          of the Securities Exchange Act of 1934

|X| Filed by the Registrant |_| Filed by a Party other than the Registrant Check
the appropriate box:                                                            

|_|     Preliminary Proxy Statement                                             

|_|     Confidential, for Use of the Commission Only (as permitted by Rule      
14a-6(e)(2))                                                    
|_|     Definitive Proxy Statement                                              
|_|     Definitive Additional Materials                                         

|X|     Soliciting Material Pursuant to Rule Rule 14(a)-12                      

First Commerce Bancshares, Inc. 
(Name of Registrant as Specified in Its Charter)

Payment of Filing Fee (Check the appropriate box):                              

|X|     No fee required.                                                        
|_|     Fee computed on table below per Exchange Act Rules 14(a)-6(i)(1)        
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and 0-11.                                                       
     (1)   Title of each class of securities to which transaction applies:

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  (2)   Aggregate number of securities to which transaction applies:

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        (3)   Per unit price or other underlying  value of transaction  computed
              pursuant to Exchange  Act Rule 0-11 (set forth the amount on which
          the filing fee is calculated and state how it was determined):

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(4)   Proposed maximum aggregate value of transaction:          

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(5)   Total fee paid:                                           

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|_| Fee paid previously with preliminary materials.                             

|_|     Check box if any part of the fee is offset as provided  by Exchange  Act
        Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
        paid previously.  Identify the previous filing by registration statement
        number,  or the Form or Schedule and the date of its filing.  (1) Amount
previously paid:                                                

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(2)   Form, Schedule or Registration Statement no.:             

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(3)   Filing Party:                                             

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(4)   Date Filed:                                               
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February 2000                                                                   

TO OUR FRIENDS AND CUSTOMERS:                                                   

The  merger of First  Commerce  Bancshares,  Inc.,  including  National  Bank of
Commerce,  with Wells Fargo/Norwest was recently announced. We expect the merger
to occur this fall after  shareholder  approval is obtained and regulatory steps
are completed.                                                                  

This is an emotional but exciting time for all of us associated with NBC and our
related  companies.  We are proud of the role we have played in building a great
organization that is widely recognized for its great people and their service to
customers.                                                                      

Combining  our  local  strengths  with  the  world-class   leadership  of  Wells
Fargo/Norwest  makes this a very  strategic  partnership  that will enable us to
serve you well in the future.  Norwest  already has a strong presence in Lincoln
and Nebraska.  We welcome the advantages our merger will bring to our customers:
interactive  websites accessible through the Internet from your PC at home or at
work;  a national  ATM network;  and a broader  array of products and  services.
Wells also  recognizes  that great people are key to success and invests heavily
in developing, rewarding and retaining excellent team members.                  

The  three  strengths  that have set NBC  apart - great  employees,  outstanding
customer  service  and  local  community  support - are  values  shared by Wells
Fargo/Norwest.  This will be a merger that works because Wells is very sensitive
to managing mergers so that customer support and service are maintained.        

I am pleased to announce that three of my closest associates have agreed to join
me on the new management  team. Jo Kinsey,  Mark Hansen and Stuart Bartruff each
are experienced  bankers with over 20 years experience with our company.  I have
great  confidence in this team to lead our  organization  through the transition
and continue providing the level of service you expect from us.                 

To our customers,  we would like to say THANK YOU for entrusting  your financial
needs to our care. We pledge to you our ongoing efforts to provide great service
and commit ourselves to continuing to earn and maintain your confidence.        

Sincerely,                                                                      

Brad Korell                                                                     
President                                                                       

We urge  shareholders  of First  Commerce and other  investors to read the proxy
statement/prospectus that will be included in the registration statement on Form
S-4 to be filed with the SEC in connection  with the proposed  merger because it
will contain  important  information.  After it is filed with the SEC, the proxy
statement/prospectus  will be  available  for  free,  both on the SEC's web site
(www.sec.gov) and from First Commerce's and Wells Fargo's  respective  corporate
secretaries.  In addition,  the identity of the people who, under SEC rules, may
be considered  participants in the solicitation of First Commerce's shareholders
in connection with the proposed merger, and a description of their interests, is
available in SEC filings under  Schedule 14A made by First  Commerce on February
2, 2000. .                                                                      

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘DEFR14A’ Filing		Date		Other Filings
Filed on:		2/14/00
		2/2/00		DEF 14A,  DEFA14A
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