<PAGE> Cover
                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                   FORM 10-K

[ x ]   Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 [No Fee Required]

For the fiscal year ended            December 31, 1999

[   ]   Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 [No Fee Required]

For the transition period from                          to

Commission file number      0-10769

                        NATIONAL BANCORP OF ALASKA, INC.
             (Exact name of registrant as specified in its charter)

       Delaware                                   92-0087646
  (State or other jurisdiction of                 (I.R.S. Employer
   incorporation or organization)                  Identification No.)

  301 West Northern Lights Boulevard/P.O. Box 100600

  Anchorage, Alaska                                    99510-0600
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code     (907) 276-1132

Securities registered pursuant to Section 12(g) of the Act:

                         Common stock, $2.50 par value
                              (Title of Class)

       Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                         Yes  X      No

Aggregate market value of common stock held by nonaffiliates of National
Bancorp of Alaska, Inc., based on the closing bid price of the stock at
February 8, 2000:  $342,205,605

The registrant has one class of common stock, $2.50 par value.  Numbers of
shares outstanding at February 8, 2000:  30,224,177.

                      Documents Incorporated By Reference
                                                     Parts of Form 10-K
Documents                                          into which incorporated
1999 Annual Report to Shareholders                      Part I and II
Form 10K, File No. 0-10769 for December 31, 1998        Part IV
Form S-14, File No. 2-78795 for August 11, 1982         Part IV

<PAGE> 2
                               Table of Contents

                                    Part I

                                                                          Page

Item 1   Business.......................................................... 3

Item 2   Properties....................................................... 10

Item 3   Legal Proceedings................................................ 10

Item 4   Submission of Matters to a Vote of Security Holders.............. 10

                                    Part II

Item 5   Market for the Registrant's Common Equity and
         Related Stockholder Matters...................................... 11

Item 6   Selected Financial Data.......................................... 11

Item 7   Management's Discussion and Analysis of
         Financial Condition and Results of Operations.................... 11

Item 8   Financial Statements and Supplementary Data...................... 13

Item 9   Changes in and Disagreements with Accountants on
         Accounting and Financial Disclosure.............................. 13

                                   Part III

Item 10   Directors and Executive Officers of the Registrant.............. 14

Item 11   Executive Compensation.......................................... 19

Item 12   Security Ownership of Certain Beneficial Owners and Management...22

Item 13   Certain Relationships and Related Transactions.................. 24

                                    Part IV

Item 14   Exhibits, Financial Statement Schedules, and
          Reports on Form 8-K............................................. 25





<PAGE> 3
                                    PART I

ITEM 1.  BUSINESS

National Bancorp of Alaska, Inc. (the Corporation) is a Delaware corporation
organized on June 21, 1982, and registered as a Bank holding company under the
Bank Holding Company Act of 1956.

The Corporation's principal asset is its investment in National Bank of Alaska
(the Bank), a wholly-owned subsidiary.  Through its subsidiary, the Corporation
engages in commercial banking and trust activities.

For additional information concerning the business of the Corporation and its
subsidiaries, see pages 2 through 17 of National Bancorp of Alaska, Inc.'s 1999
Annual Report to Shareholders (Annual Report), which is incorporated in this
Item 1 by reference.

The Bank

The Bank was established as a state-chartered bank in 1916 and converted to a
national banking association in 1950.

General Banking Services

The Bank engages in general banking business offering checking accounts,
savings accounts, money market accounts, Time Certificates of Deposit,
securities sold under agreements to repurchase, Individual Retirement Accounts,
commercial loans, home equity loans, unsecured lines of credit, consumer loans,
construction and mortgage loans, lease financing, safe deposit services, night
depositories, Visa credit cards (Classic and Gold), walk-up and drive-in
banking with an international automated teller machine network, various
telephone and electronic services, and other services incidental to serving the
banking needs of individuals, corporations, government and quasi-government
bodies.

As of December 31, 1999, the Bank's banking operations are conducted from 55
banking offices, 3 loan offices and 71 electronic branches located throughout
the state of Alaska and in Seattle, Washington, including 16 banking offices
and 30 electronic branches in Anchorage.  The Bank's subsidiaries operations
are conducted from 11 locations throughout the state of Alaska including 4
offices in Anchorage.











<PAGE> 4
Trust Services

The Bank's Trust Department offers services to individuals and corporations
throughout Alaska including estate planning, settlement of estates,
administration of living and testamentary trusts, management of investment
agency accounts, custodianships, and administration of employee benefit trusts.
The Bank had trust assets of approximately $2.17 million under its supervision
as of December 31, 1999.

International Banking

The Bank's International Department offers customer services in connection with
international business.  The department maintains correspondent relationships
with banks located in certain world trade centers, including Tokyo and New
York.  Transactions handled by this department include cable, wire, and mail
transfers of funds, negotiating and advancing funds under export Letters of
Credit, buying and selling foreign currencies, handling collection from foreign
banks, and financing imports and exports.

National Bank of Alaska also operates an Edge Act subsidiary, National Bank of
Alaska International Banking, Corp.

Competition

The Bank competes actively with national and state banks and other financial
institutions, including savings and loan associations, savings banks, brokerage
houses, money market funds, and credit unions located both in Alaska and other
states.  The Bank maintains a competitive position by providing convenient
service in the branch network located throughout the state and by competitive
pricing of the products mentioned above.

Alaska allows out-of-state bank holding companies to acquire banks and domestic
bank holding companies located in Alaska.  Management is of the opinion that to
the extent that out-of-state bank holding companies enter the Alaskan market,
the Corporation may encounter intensified competition.

Employment

The Bank has approximately 1,117 full time equivalent employees and Bank
subsidiaries has 101 full time equivalent employees.  Management considers
employment relations to be good.  None of the Bank's employees are covered by a
collective bargaining agreement.













<PAGE> 5
SUPERVISION AND REGULATION

National Bancorp of Alaska, Inc. is a bank holding company subject to
regulation under the Bank Holding Company Act of 1956.  A bank holding company
is required to file with the Federal Reserve Board annual reports and other
information regarding the business operations of itself and its subsidiaries
and is also subject to examination by the Federal Reserve Board.  A bank
holding company must obtain Federal Reserve Board approval prior to acquiring,
directly and indirectly, ownership or control of any voting shares of any bank
if, after such acquisition, it would own or control, directly or indirectly,
more than 5% of the voting stock of such bank unless it already owns a majority
of the voting stock of such bank.  Furthermore, a bank holding company is, with
limited exceptions, prohibited from acquiring direct or indirect ownership or
control of any voting stock of any company which is not a bank or a bank
holding company, and must engage only in the business of banking or managing or
controlling banks or furnishing services to or performing services for its
subsidiary banks.  One of the exceptions to this prohibition is the ownership
of shares of a company the activities of which the Federal Reserve Board has
determined to be so closely related to banking or managing or controlling banks
as to be a proper incident thereto.

A bank holding company and its subsidiaries are prohibited from engaging in
certain tie-in arrangements in connection with the extension of credit or
provision of any property or service.  Thus, an affiliate may not extend
credit, lease, sell property or furnish any services or fix or vary the
consideration for these on the condition that (i) the customer must obtain or
provide some additional credit, property or service from or to its bank holding
company or subsidiaries thereof or (ii) the customer may not obtain some other
credit, property or services from a competitor, except to the extent reasonable
conditions are imposed to assure soundness of credit extended.

In approving acquisitions by bank holding companies of banks and companies
engaged in the banking-related activities, the Federal Reserve Board considers
a number of factors, including the benefit to the public such as greater
convenience, increased competition, conflicts of interest, or unsound banking
practices.  The Federal Reserve Board is also empowered to differentiate
between new activities and activities commenced through acquisition of a going
concern.

Effective March 13, 2000, a bank holding company may elect to become a
financial holding company and thereby to engage in a broader range of financial
and other activities than are permissible for bank holding companies.  In order
to qualify for the election, all of the depository institution subsidiaries of
the bank holding company must be well capitalized and well managed, as defined
by regulation, and all of its insured depository institution subsidiaries have
achieved a rating of "satisfactory" or better with respect to meeting community
credit needs.  Pursuant to the Gramm-Leach-Bliley Act, financial holding
companies will be permitted to engage in activities which are "financial in
nature" or incidental or complementary thereto, as determined by the Federal
Reserve Board.  The Gramm-Leach-Bliley Act identifies several activities as
"financial in nature", including, among others, insurance underwriting and
agency, investment advisory services, merchant banking and underwriting,
dealing or making a market in securities.  National Bancorp of Alaska has not,
at this time, made any decision with respect to whether it will elect to become
a financial holding company under the Act.

<PAGE> 6
The Bank is subject to regulation and supervision, of which regular bank
examinations are a part, by the Office of the Comptroller of the Currency
(OCC).  The Bank is also a member of the Federal Deposit Insurance Corporation
(FDIC), which currently insures the deposits of each member bank to a maximum
of $100,000 per depositor.  For this protection, each bank pays a semiannual
statutory assessment and is subject to the rules and regulations of the FDIC.
The Corporation is an "affiliate" of the Bank, which imposes restrictions on
loans by the Bank to the Corporation, on investments by the Bank in the stock
or securities of the Corporation and on the use of such stock or securities as
collateral security for loans by the Bank to any borrower.  The Corporation is
also subject to certain restrictions with respect to engaging in the business
of issuing, flotation, underwriting, public sale and distribution of
securities.

Under the Gramm-Leach-Bliley Act, subject to limitations on investment, a
national bank which is well capitalized and well managed, as defined by
regulation, and has a satisfactory or better community reinvestment rating, may
through a financial subsidiary of the bank, engage in activities that are
financial in nature or incidental thereto, excluding , among others, insurance
underwriting, insurance company portfolio investment, real estate development
and real estate investment.  No decision has, at this time, been made with
respect to the establishment of financial subsidiaries of the Bank.

The ability of the Corporation to pay dividends will largely depend upon the
amount of dividends declared by the Bank and any subsequently acquired
companies.  Approval of the OCC will be required for any dividend to the
Corporation by the Bank, if the total of all dividends, including any proposed
dividend, declared by the Bank in any calendar year exceeds the total of its
net profits for that year combined with its retained net profits for the
preceding two years, less any required transfers to surplus.  In the event that
the Bank were to experience either significant loan losses or rapid growth of
loans or deposits, the Corporation, as the sole shareholder, could be compelled
by bank regulatory authorities to invest additional capital.

Various legislation, including proposals to substantially change the financial
institution regulatory system and to expand or contract the powers of banking
institutions and bank holding companies, is from time to time introduced in
Congress.  This legislation may change banking statutes and the operating
environment of the National Bancorp of Alaska, Inc. and its subsidiaries in
substantial and unpredictable ways.  If enacted, such legislation could
increase or decrease the cost of doing business, limit or expand permissible
activities or affect the competitive balance among banks, savings associations,
credit unions, and other financial institutions.  National Bancorp of Alaska
can not accurately predict whether any of this potential legislation, will
ultimately be enacted, and, if enacted, the ultimate effect that it, or
impending regulations, would have upon the financial condition or results of
operations of the combined company or any of its subsidiaries.

<PAGE> 7
Statistical Disclosure

The information as required by the Securities and Exchange Commission's Guide 3
- Statistical Disclosure by Bank Holding Companies is incorporated herein by
reference to the Registrant's 1999 Annual Report to Shareholders.


Description                                                 Annual Report
                                                            Page Numbers

I.   Distribution of Assets, Liabilities and Stockholders'
     Equity; Interest Rate and Interest Differential:

     A. and B.  Average Balance Sheet Combined with an
                Analysis of Net Interest Earnings............... 46-47

     C.         Analysis of Changes in Net Interest
                Income due to rate and volume................... 47

II.  Investment Portfolio:

     A.         Book Value of Investments....................... 40

     B.         Weighted Average Yield.......................... 40

III. Loan Portfolio:

     A.         Types of Loans for Each Reported Period......... 41

     B.         Maturities and Sensitivity to Changes in
                Interest Rates.................................. 41

     C.         Risk Elements................................... 42

IV.  Summary of Loan Loss Experience:

     A.         Analysis of Allowances for Loan
                Loss Experience................................. 43

V.   Deposits:

     A.         Average Balance by Type......................... 44

     B.         Large TCD Maturities - Over $100,000............ 41

VI.  Return on Equity and Assets
     Selected Ratios for Each Reported Period................... 45

VII. Short-Term Borrowings...................................... 44

<PAGE> 8
III.  Loan Portfolio

      C.        Risk Elements.

Potential Problem Loans

At December 31, 1999, an additional $51,428,000 in loans are being closely
monitored by management.  These loans are not included in any category of non-
performing loans.  However, management has concern about the borrowers'
abilities to comply with their present loan repayment terms.  These loans are
reviewed monthly to assess any change in collectability.

Foreign Outstandings

There were no foreign outstanding loans to individuals or countries as of
December 31, 1999.








<PAGE> 9
IV.  Summary of Loan Loss Experience:

     B.  Allocation of the Allowance for Loan Losses:

                                                        Allocation of Reserves
                                                          To Loan Categories
                                                   ---------------------------
                            Loan Category As a %   % of Total    Amount of
                             of Total Loans         Reserves  Reserves (000's)
December 31, 1999
Commercial and Industrial          39.1%                7.8%       $2,148
Real Estate Construction            5.3                 0.2            57
Real Estate Long-Term              29.3                 1.1           312
Installment                        21.8                33.4         9,194
Nontaxable                          4.0                   -             -
Lease Financing                     0.5                   -             -
Unallocated                           -               57.5         15,854
                                  ---------------------------------------
                                  100.0%              100.0%      $27,565

December 31, 1998
Commercial and Industrial          38.2%                9.6%       $2,357
Real Estate Construction            3.7                   -            12
Real Estate Long-Term              32.1                 1.4           343
Installment                        21.5                34.0         8,387
Nontaxable                          3.8                   -            12
Lease Financing                     0.7                   -             3
Unallocated                            -               55.0        13,564
                                  ---------------------------------------
                                  100.0%              100.0%      $24,678

December 31, 1997
Commercial and Industrial          37.1%                9.1%       $2,235
Real Estate Construction            2.3                 0.1            13
Real Estate Long-Term              33.5                 1.4           350
Installment                        22.7                31.4         7,707
Nontaxable                          3.5                   -             -
Lease Financing                     0.9                 0.2            44
Unallocated                           -                57.8        14,181
                                  ---------------------------------------
                                  100.0%              100.0%      $24,530

December 31, 1996
Commercial and Industrial          34.8%                1.4%         $329
Real Estate Construction            2.4                   -             5
Real Estate Long-Term              32.0                 0.7           150
Installment                        26.3                24.8         5,708
Nontaxable                          3.8                   -             -
Lease Financing                     0.7                   -             -
Unallocated                           -                73.1        16,810
                                  ---------------------------------------
                                  100.0%              100.0%      $23,002

December 31, 1995
Commercial and Industrial          35.5%                2.2%         $468
Real Estate Construction            1.9                   -             3
Real Estate Long-Term              31.9                 1.2           267
Installment                        25.0                15.3         3,288
Nontaxable                          4.8                 0.4            81
Lease Financing                     0.9                   -             -
Unallocated                           -                80.9        17,422
                                  ---------------------------------------
                                  100.0%              100.0%      $21,529
<PAGE> 10
ITEM 2.  PROPERTIES

The Bank's main banking office is at its headquarters building, which is
located at Northern Lights Boulevard and C Street, Anchorage, Alaska.

In addition to its headquarters building, the Bank owns 41 of its banking
offices and subsidiary offices (including six which are subject to ground
leases) and leases 99 other banking and loan offices and subsidiary offices
under agreements expiring between 1999 and 2031.

ITEM 3.  LEGAL PROCEEDINGS

For information concerning legal proceedings, see Note 15 of "Notes to
Financial Statements" at page 33 of the Annual Report, which is incorporated
herein by reference.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted to a vote of security holders during the fourth
quarter of 1999.




<PAGE> 11
                                    PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS

For information concerning market for the registrant's common equity and
related stockholder matters, reference is made to page 48 of the Annual Report,
which is incorporated herein by reference.

The above-referenced schedule shows the high and low bid quotations of the
Corporation's stock as reported by the National Association of Securities
Dealers Automated Quotations System (NASDAQ).  National Bancorp of Alaska, Inc.
common stock is traded in the over-the-counter market.  Such over-the-counter
market quotations reflect interdealer prices, without retail markup, markdown,
or commission and may not necessarily represent actual transactions.


ITEM 6.  SELECTED FINANCIAL DATA

Selected financial data for the prior ten years is incorporated herein by
reference on pages 20-21 of the Annual Report.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

For management's discussion and analysis of financial condition and results of
operations see "Management Discussion and Analysis" at pages 38 through 47, and
the Chairman's message to shareholders on page 2 and 3 of the Annual Report,
which are incorporated herein by reference.





<PAGE> 12
Item 7A    Interest Rate Sensitivity
December 31, 1999

The table below provides information about the Corporation's material
financial instruments that are sensitive to changes in interest rates,
including earning asset and deposit liabilities.  For all non-amortizing
financial instruments other than variable rate instruments, cash flows and
weighted average rates are based on contractual maturity dates and rates.
For investment securities subject to prepayment, the table presents
principal cash flows based on recent prepayment rates.  For variable rate
financial instruments, cash flows and weighted average rates are based on
the earliest repricing opportunity.  For amortizing loans cash flows are
based on scheduled amortization of principal payments and contractual
maturity dates.  Interest bearing demand and saving accounts with no stated
maturity, which reprice at management's discretion, are included in the
first year category.

A discussion of the Corporation's exposure to interest rate sensitivity and
how the risk is managed is included in the annual report on page 38.
<TABLE>
<CAPTION>
(In Thousands)                     Expected Maturity/Repricing Date
                               2000     2001     2002     2003     2004   There-      Total       Fair
                                                                          after                  Value
------------------------------------------------------------------------------------------------------
<S>                      <C>        <C>      <C>      <C>      <C>      <C>      <C>        <C>
Fixed Rate Assets
Investment securities    $  219,911 $134,281 $ 94,748 $ 61,890 $ 46,638 $148,423 $  705,891 $  687,360
  Average interest rate       6.38%    6.46%    6.66%    6.64%    6.68%    6.56%      6.52%
Securities available
 for sale                    51,100   19,332   44,865   22,250   70,205   50,407    258,159    258,159
  Average interest rate       6.26%    6.52%    6.38%    6.60%    6.23%    4.49%      5.63%
Interest-bearing balances
 with banks                     253        -        -        -        -        -        253        253
  Average interest rate       4.99%        -        -        -        -        -      4.99%
Securities purchased un-
 der agreement to resell     25,000        -        -        -        -        -     25,000     25,000
  Average interest rate       5.90%        -        -        -        -        -      5.90%
Loans and leases            358,064  175,628  155,002  112,473   83,738 235,712   1,120,617  1,121,342
  Average interest rate       8.31%    9.34%    9.38%    8.75%    8.74%   8.91%       8.82%
Loans held for sale          66,478        -        -        -        -       -      66,478     66,553
  Average interest rate       7.66%        -        -        -        -       -       7.66%

Variable Rate Assets
Loans and leases            527,528    3,344    1,407      843    1,040    1,783    535,945    535,945
  Average interest rate       9.41%    9.40%    9.41%    9.42%    9.41%    9.45%      9.41%
                          ----------------------------------------------------------------------------
Total Earning Assets     $1,248,334 $332,585 $296,022 $197,456 $201,621 $436,325 $2,712,343 $2,694,612
                          ============================================================================

Fixed Rate Liabilities
Time deposits            $  487,916 $109,266 $ 11,664 $ 17,241 $  6,951 $      - $  633,038 $  632,531
  Average interest rate       4.83%    4.98%    4.59%    6.10%    5.61%        -      4.85%
Other deposits              871,398        -        -        -        -        -    871,398    871,398
  Average interest rate       2.83%        -        -        -        -        -      2.83%
Purchased funds             404,587    1,061      250        -        -        -    405,898    405,978
  Average interest rate       4.70%    5.23%    5.67%        -        -        -      4.70%

Variable Rate Liabilities
Time Deposits                47,761        -        -        -        -        -     47,761     47,761
  Average interest rate       5.43%        -        -        -        -        -      5.43%
                          ----------------------------------------------------------------------------
Total Interest
 Bearing Liabilities     $1,811,662 $110,327 $ 11,914 $ 17,241 $  6,951 $      - $1,957,845 $1,957,668
                          ============================================================================

Interest Sensitivity Gap   (563,328) 222,258  284,108  180,215  194,670  436,325    754,248
Cumulative Gap                      (341,070) (56,962) 123,253  317,923  754,248
Ratio of Interest Sensitive
 Assets to Interest
  Sensitive Liabilities         .68     3.01    24.85    11.45    29.01      N/A       1.39
Cumulative Ratio                .68      .82      .97     1.06     1.16     1.39
</TABLE>

<PAGE> 13
Nonperforming Assets

Other real estate owned increased from $486,000 at December 31, 1998 to
$840,000 at December 31, 1999.  Assets with a book value of $659,000 were
sold during 1999.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The report of independent auditors and the consolidated financial
statements and notes to consolidated financial statements on pages 22
through 37 of the Annual Report are incorporated herein by reference.

The quarterly financial data on page 48 of the Annual Report is
incorporated herein by reference.


ITEM 9. CHANGE IN ACCOUNTANTS

Not Applicable.





























<PAGE> 14
                                   PART III
ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

                 AGE AND YEAR
                FIRST BECAME A                              SHARES OF COMMON
               DIRECTOR OF THE            PRINCIPAL        STOCK BENEFICIALLY
                 COMPANY OR A           OCCUPATION OR          OWNED AS OF
   NAME          PREDECESSOR            EMPLOYMENT(6)      JANUARY 31, 2000(2)
------------------------------------------------------------------------------
                                                                      PERCENT
                                                            SHARES       OF
                                                              HELD    CLASS(5)
------------------------------------------------------------------------------
Donald B.             63              President, Don          7,720
Abel, Jr.            1976             Abel Building
                                      Supplies, Inc.
                                      (retail building
                                       supplies)

Gary M. Baugh         61              President, Baugh       14,000
                     1983             Construction and
                                      Engineering Company
                                      (construction)

Carl F. Brady Jr.     56              Chairman and CEO,      33,890
                     1989             Brady & Co. Ins.
                                      (insurance brokerage)

Alec W. Brindle       61              President, Wards       70,704
                     1977             Cove Packing
                                      Company, Inc.
                                      (salmon cannery)

James O. Campbell     67              Campbell & Campbell    17,088
                     1972             since 1997 (apartment
                                      rentals); from 1994 to
                                      1997 Commissioner,
                                      Arctic Research
                                      Commission (national
                                      research needs and
                                      objectives in the
                                      Arctic)

Jeffry J. Cook        56              Vice President          2,684
                     1984             Administration,
                                      MAPCO Alaska, Inc.
                                      (oil refining and
                                      product sales)




<PAGE> 15
                 AGE AND YEAR
                FIRST BECAME A                              SHARES OF COMMON
               DIRECTOR OF THE            PRINCIPAL        STOCK BENEFICIALLY
                 COMPANY OR A           OCCUPATION OR          OWNED AS OF
   NAME          PREDECESSOR            EMPLOYMENT(6)      JANUARY 31, 2000(2)
------------------------------------------------------------------------------
                                                                      PERCENT
                                                            SHARES       OF
                                                              HELD    CLASS(5)
------------------------------------------------------------------------------
Patrick S. Cowan      60              Owner, Birch Ridge      3,882
                     1994             Golf Course (golf)

Sharon D. Gagnon      59              Civic Leader            3,030
                     1998

Roy Huhndorf          59              Management Consultant     400
                     1987             since 1998; Chairman
                                      of the Board, Cook
                                      Inlet Region, Inc.,
                                      from 1996 to 1998
                                      Alaska Native Regional
                                      Corporation); Chairman
                                      and CEO, Cook Inlet
                                      Region, Inc., from
                                      1992 to 1996

James H. Jansen       53              President & CEO of     40,400
                     1990             Lynden Incorporated
                                      (trucking and
                                      transportation)


Donald L. Mellish     72              Chairman of the        23,500
                     1964             Executive Committee
                                      of the Bank

Emil Notti            66              Consultant              2,264
                     1973

Howard R. Nugent      55              President, Howdie       1,000
                     1996             Homes, Inc.,
                                      (residential and
                                      commercial
                                      construction)
<PAGE> 16
                 AGE AND YEAR
                FIRST BECAME A                              SHARES OF COMMON
               DIRECTOR OF THE            PRINCIPAL        STOCK BENEFICIALLY
                 COMPANY OR A           OCCUPATION OR          OWNED AS OF
   NAME          PREDECESSOR            EMPLOYMENT(6)      JANUARY 31, 2000(2)
------------------------------------------------------------------------------
                                                                      PERCENT
                                                            SHARES       OF
                                                              HELD    CLASS(5)
------------------------------------------------------------------------------
Tennys B. Owens       59              President, Artique Lt.  7,765
                     1991             Gallery (art retail
                                      sales, marketing, and
                                      publishing

Eugene A. Parrish,
 Jr.                  54              Vice President,         3,460
                     1982             Holland America
                                      Cruise Lines since
                                      1996 (travel);
                                      President Westmark
                                      Hotels, Inc. (hotel
                                      and restaurant
                                      management)

J. Michael Pate       52              President, Pate         4,720
                     1991             Insurance Agency,
                                      Inc. (insurance)

Martin R. Pihl        65              Retired.                8,096
                     1972

Edward F. Randolph    40              President, Edward F.      400
                     1995             Randolph Ins.
                                      Agency, Inc.
                                      (insurance)

Edward B. Rasmuson    59              Chairman of the     1,364,150(1)     4.4
                     1974             Board of the
                                      Corporation and
                                      the Bank

Major General John
 Schaeffer (Ret.)     60              Consulting, Arctic        533
                     1988             Slope Regional
                                      Corporation (Alaska
                                      Native Regional
                                      Corporation)

<PAGE> 17
                 AGE AND YEAR
                FIRST BECAME A                              SHARES OF COMMON
               DIRECTOR OF THE            PRINCIPAL        STOCK BENEFICIALLY
                 COMPANY OR A           OCCUPATION OR          OWNED AS OF
   NAME          PREDECESSOR            EMPLOYMENT(6)      JANUARY 31, 2000(2)
------------------------------------------------------------------------------
                                                                      PERCENT
                                                            SHARES       OF
                                                              HELD    CLASS(5)
------------------------------------------------------------------------------
Michael K. Snowden    54              President, Service     18,842(3)
                     1995             Transfer, Inc. (fuel
                                      distribution and
                                      transport services)

Richard Strutz        49              President of the        6,214
                     1992             Corporation and
                                      the Bank

George S. Suddock     60              Chairman, Alaska    1,107,411(4)     3.6
                     1969             National Corpora-
                                      tion (insurance)

Richard A. Wien(7)    64              Chairman & CEO,         3,764
                     1974             Florcraft (floor
                                      coverings)

Sharon Wikan          51              Secretary-Treasurer       647
                     1994             Hammer & Wikan
                                      since 1995 (retail
                                      grocery and general
                                      merchandise)

1.  The reported holdings exclude 1,038,880 shares held in trust for Edward B.
    Rasmuson, over which Mr. Rasmuson has no power to vote or dispose.

2.  The reported holdings include securities with respect to which the director
    has or shares the power to vote or dispose.  Not included in the securities
    reported are the following shares over which the indicated directors had no
    power to vote or dispose:  49,692 shares held by the wife of Edward B.
    Rasmuson.  Director Rasmuson disclaims any beneficial ownership of these
    shares held by his spouse.

3.  The reported holdings include 8,448 shares held in a family trust of which
    Mr. Snowden is a trustee.  Mr. Snowden disclaims any beneficial interest of
    those shares.

4.  The reported holdings include 1,096,267 shares held by a corporation of
    which Mr. Suddock is an officer, director, and stockholder.  Mr. Suddock
    disclaims beneficial ownership of those shares.

5.  If no percent is shown, the percent of the nominee's beneficial ownership
    is less than one percent.

<PAGE> 18
6.  Each nominee has been engaged in the indicated occupation or employment, or
    has held the indicated position or one of equivalent responsibility with
    his present employer during the past five years, unless otherwise
    indicated.

7.  None of the nominees serve on the boards of directors of other companies
    filing reports with the Securities and Exchange Commission, except that Mr.
    Wien is a director of Alaska Air Group, Inc.


            SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires the Corporation's
officers and directors, and persons who own more than ten percent of the
Corporation's Common Stock, to file reports of ownership and changes in
ownership with the Securities and Exchange Commission.  Officers, directors, and
greater than ten percent shareholders are required by SEC regulation to furnish
the Corporation with copies of all Section 16(a) reports they file.  Based
solely on review of the copies of such forms furnished to the Corporation, or
written representations that no Form 5's were required, the Corporation believes
that during 1999 all Section 16(a) filing requirements applicable to its
officers, directors, and greater than ten percent beneficial owners were in
compliance.


The following table sets forth the executive officers of the Bank, all of whom
serve at the discretion of the Board, their ages and their positions with the
Bank:


                                                               Served as an
                                Positions and Offices       Executive Officer
Name                Age        Currently Held with Bank            Since
-----------------------------------------------------------------------------
Donald L. Mellish   72   Chairman of the Executive Committee       1964
Edward B. Rasmuson  59   Chairman of the Board of Directors        1972
Richard Strutz      49   President                                 1985
Kathleen Soderberg  51   Executive Vice President and
                         Treasurer                                 1982
Gary Dalton         45   Executive Vice President                  1988
James Cloud         46   Executive Vice President                  1997



<PAGE> 19
ITEM 11.  EXECUTIVE COMPENSATION

The following table shows all compensation paid for the calendar years ended
December 31, 1997, 1998, 1999, to the Chief Executive Officer (CEO) and the
four most highly compensated executive officers (other than the CEO) of the
Corporation and the Bank, and who were serving as executive officers as of
December 31, 1999.

                          SUMMARY COMPENSATION TABLE
                              ANNUAL COMPENSATION

NAME AND PRINCIPAL                                OTHER ANNUAL      ALL OTHER
    POSITION                 YEAR      SALARY     COMPENSATION    COMPENSATION
------------------------------------------------------------------------------
Edward B. Rasmuson, CEO,     1999     440,000           35,787          93,408
Chairman of the Board        1998     425,000           42,708          83,890
of Directors, and Director   1997     375,000           49,147          76,518
of the Corporation and
the Bank

Richard Strutz,              1999     400,000            9,925          85,497
President and Director       1998     375,000           18,105          74,585
of the Corporation and       1997     325,000           11,898          66,316
the Bank

Kathleen Soderberg,          1999     305,000            2,399          66,369
Executive Vice               1998     290,000            2,725          58,768
President of                 1997     260,000            2,168          53,053
the Bank

Gary Dalton, Executive       1999     250,000              700          55,353
Vice President of            1998     235,000            3,659          48,533
the Bank                     1997     205,000            1,943          41,830

James L. Cloud,              1999     200,000              187          45,338
Executive Vice               1998     180,000              244          38,297
President of the Bank        1997     130,000                0          27,641


Other Annual Compensation is the amount reimbursed during the fiscal year for
the payment of Federal Income Taxes arising from non-tax deductible business
use of a corporate aircraft.

All Other Compensation is cash compensation earned under a Profit Sharing Plan
and Trust available to all employees meeting certain age and service
requirements.

The above named officers receive no compensation other than as shown in the
foregoing table, and the Corporation and the Bank have no other existing plans
or arrangements other than as follows:

In 1994, the Board of Directors of the Bank approved a plan whereby any officer
holding a title of Senior Vice President or above (which includes the named
officers) can elect to defer receipt of up to a total of 15% of his/her annual
compensation.  This 15% includes any amounts deferred under the 401(k) portion
of the existing profit sharing program.  Amounts deferred are not additional
compensation, only deferral of receipt of a portion of regular annual
compensation.  Amounts deferred in excess on the 401(k) portion become an

<PAGE> 20
unsecured obligation of the Bank and become payable at termination of
employment.  Amounts in excess of the 401(k) portion are annually credited with
interest at a percentage equivalent to the Bank's overall return on average
earning assets.  In 1996, the Board increased the maximum allowable percentage
of deferral from 15% to 20%.  In 1997, the Board increased the maximum
allowable percentage of deferral to 100%.


                           COMPENSATION OF DIRECTORS

The directors of the Corporation are also directors of the Bank.  Directors of
the Corporation receive no compensation for attendance at meetings of the
Corporation's Board of Directors, or for committee meetings.

Bank directors who are not officers of the Bank receive $1,000 for each Bank
Board of Directors meeting attended. Bank directors who are officers of the
Bank receive no compensation other than that received as an officer.  Each Bank
director (who is not otherwise an employee of the Bank) also receives $1,000
for attendance at each committee meeting of the Bank.

No director received compensation for services as a director during 1999 in
addition to or in lieu of the standard arrangement that is described above.


                  EMPLOYMENT AND CHANGE IN CONTROL AGREEMENTS

There are no employment contracts between the Corportion or the Bank and the
named executive officers. There are no plans or arrangements for compensation of
named executive officers resulting from a change in control of the Corporation
or the Bank.


          COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

In 1992, the Bank formed a standing Compensation Committee composed of
Directors Campbell, Jansen, and Pihl.  None of the Compensation Committee
members:  a) has ever been an officer or employee of either the Bank or the
Corportion; or b) has any relationship with the Corporation or the Bank that
requires disclosure other than as discussed under "Transactions with Directors,
Executive Officers, and Associates" in this report.

During the fiscal year ending December 31, 1999 no executive officer of the
Bank or the Corporation:  a) served as a member of the Compensation Committee of
another entity, one of whose executive officers served on the Compensation
Committee of the Bank; or b) served as a director of another entity, one of
whose executive officers served on the Compensation Committee of the Bank; or
c) served as a member of the Compensation Committee of another entity, one of
whose executive officers served as a director of the Corporation.


                            EXECUTIVE COMPENSATION

In October 1992, the Securities and Exchange Commission adopted new rules
regarding the disclosure of compensation of named executive officers. The goal
of these rules is to clarify disclosure and the rationale and basis for such
compensation. In response to the new rules, a Compensation Committee of three
"outside" directors was formed. The Committee met once in 1998.

<PAGE> 21
                         COMPENSATION COMMITTEE REPORT

The Bank's compensation of executive officers is based on evaluation of many
factors, including financial performance, information on industry compensation
practices and levels, the ability to retain senior management, and an objective
to have salaries at levels that can be maintained in the future.

Compensation of all employees, including executive officers, is based on direct
salary and participation in the Bank's Profit Sharing Plan.  The Bank does not
grant executive employees stock options, stock appreciation rights, or other
forms of long-term incentive compensation which are a significant portion of
most peer bank compensation programs.

Independent consultants are periodically engaged to report on comparisons of
the Bank's performance and the compensation of the Bank's highest paid
executive officers with similar size banks.  In recent years, the Bank has
experienced substantial growth in assets and the Bank's earnings as a return on
assets have been outstanding.

The Chairman of the Board's recommendations of salaries for the five highest
paid officers of the Bank for 1999, which are approved by the Compensation
Committee on behalf of the Board of Directors, are as follows:

  Chairman of the Board and CEO   Edward B. Rasmuson       $440,000

  President                       Richard Strutz           $400,000

  Executive Vice President        Kathleen Soderberg       $305,000

  Executive Vice President        Gary Dalton              $250,000

  Executive Vice President        James L. Cloud           $200,000


The Compensation Committee has consistently found that salaries of the Bank
executive officers are well within comparisons with other banks of similar size
and consistent with the compensation plan objectives of the Bank.

                                                COMPENSATION COMMITTEE

                                                James O. Campbell
                                                James H. Jansen
                                                Martin R. Pihl


<PAGE> 22
ITEM 12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

                           CERTAIN BENEFICIAL OWNERS

The following table presents certain information with respect to the only
person who is known by the Corporation to be the beneficial owner of more than
five percent of the Corporation's Common Stock as of January 31, 2000.


                                                     AMOUNT AND
                                                      NATURE OF
                          NAME AND ADDRESS OF        BENEFICIAL     PERCENT
TITLE OF CLASS              BENEFICIAL OWNER          OWNERSHIP    OF CLASS
----------------------------------------------------------------------------
Common Stock             Elmer R. Rasmuson            15,764,564*     52.3%
Par Value $2.50          P.O. Box 100600
                         Anchorage, AK  99510-0600

*Included among the shares of Common Stock reported as beneficially owned by
Mr. Rasmuson, over which he has sole voting and dispositive powers, are the
following:

(a)  Mr. Rasmuson has sole voting and dispositive powers over 3,116,640 shares
     (10.3% of the outstanding shares) which he holds as trustee under three
     trusts for the benefit of each of his children.

The foregoing is not to be construed as an admission by Mr. Rasmuson that he is
the beneficial owner of the shares identified in (a) above, and  Mr.  Rasmuson
expressly disclaims beneficial ownership of those shares.

The directors and executive officers of the Corporation and the Bank own
beneficially 2,760,276 shares or 9.0% of the Corporation's outstanding Common
Stock.  Not included in these shares are 49,692 shares held of record and owned
beneficially solely by spouses and minor children of members of this group.

<PAGE> 23
               SECURITY OWNERSHIP OF MANAGEMENT AS OF 1-31-2000

                                                       AMOUNT AND
                                                        NATURE OF
                                  NAME OF              BENEFICIAL  PERCENT OF
TITLE OF CLASS               BENEFICIAL OWNER           OWNERSHIP    CLASS(2)
------------------------------------------------------------------------------
Common Stock               Edward B. Rasmuson        1,364,150(1)         4.4
Par Value $2.50

Common Stock                   Richard Strutz            6,214
Par Value $2.50

Common Stock               Kathleen Soderberg            7,215
Par Value $2.50


Common Stock                      Gary Dalton            3,536
Par Value $2.50


Common Stock                   James L. Cloud            2,961
Par Value $2.50


1.  Reported holdings exclude 1,038,880 shares held in trust for Edward B.
    Rasmuson on which Mr. Rasmuson has no power to vote or dispose.  Also
    excluded are 49,692 shares held by the wife of Edward B. Rasmuson.  Mr.
    Rasmuson has no power to vote or dispose of these share and disclaims any
    beneficial ownership.

2.  If no percent is shown, the percent of the nominee's beneficial ownership
    is less than one percent.


                              CHANGES IN CONTROL

On January 12, 2000, the National Bancorp of Alaska, Inc. (the Corporation)
executed an Agreement and Plan of Reorganization (the Reorganization Agreement)
which calls for the merger of the Corporation into a wholly-owned subsidiary of
Wells Fargo & Company (Wells Fargo), in which all of the outstanding shares of
capital stock of the Corporation will be exchanged for the shares of common
stock of Wells Fargo.  To induce Wells Fargo to enter into the Reorganization
Agreement, Elmer E. Rasmuson and Edward B. Rasmuson each signed a letter of
agreement that, in part, requires them to vote their shares of stock in favor
of the merger at the shareholders meeting that will be held to vote on the
merger.


<PAGE> 24
ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

        TRANSACTIONS WITH DIRECTORS, EXECUTIVE OFFICERS, AND ASSOCIATES

Certain directors and officers of the Bank and persons associated with them are
customers of and have had transactions, including credit transactions, with the
Bank from time to time in the ordinary course of business. Additional
transactions may be expected to take place in the ordinary course of business
in the future. All loans and commitments included in transactions with such
persons were made in the ordinary course of business, and were made on
substantially the same terms, including interest rates and collateral, as those
prevailing at the time for comparable transactions which the Bank had with
other persons, and did not involve more than the normal risk of collectibility
or present other unfavorable features.



<PAGE> 25
                                    PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

  (a)  The following documents are filed as part of the report:

       1.  Financial Statements

           The following consolidated financial statements of National Bancorp
           of Alaska, Inc. and its subsidiaries and report of independent
           auditors are incorporated in Item 8 by reference from the 1999
           Annual Report to Shareholders.  Page number references are to
           the Annual Report:

           National Bancorp of Alaska and subsidiaries:        Page

           Consolidated Statements of Condition
           December 31, 1999 and 1998............................23

           Consolidated Statements of Income
           Years ended December 31, 1999, 1998, and 1997.........22

           Consolidated Statements of Cash Flows
           Years ended December 31, 1999, 1998, and 1997.........24

           Consolidated Statements of Comprehensive Income
           Years ended December 31, 1999, 1998, and 1997.........25

           Consolidated Statements of Changes in Shareholders'
           Equity Years ended December 31, 1999, 1998, and 1997..25

           Notes to Consolidated Financial Statements............26-36

           Report of Independent Auditors........................37

       2.  Financial Statement Schedules

           All schedules are omitted because they are not applicable, not
           material or because the information is included in the financial
           statements or the notes thereto.

       3.  Exhibits

           (3) (i)   Articles of incorporation as amended for National Bancorp
                     of Alaska, Inc. are incorporated by reference to exhibit
                     (3)(i) to annual reporting on Form 10K, File 0-10769 dated
                     December 31, 1998.

           (3) (ii)  Bylaws as amended for National Bancorp of Alaska, Inc. are
                     incorporated by reference to exhibit (3)(ii) to annual
                     reporting on Form 10K, File 0-10769 dated December 31,
                     1998.
<PAGE> 26
           (4)  Instruments defining the rights of security holders - specimen
                of stock certificate to be issued by the Registrant (as amended
                to date) is incorporated herein by reference to Exhibit (4) to
                Registration on Form S-14, File No. 2-78795 dated August 11,
                1982.

          (13)  Annual Report to shareholders for the year ended
                December 31, 1999.

          (21)  Subsidiaries of the registrant are as follows:

          Business Name                       State Incorporated

          National Bank of Alaska
          and subsidiaries                           Alaska

              National Bank of Alaska
              Leasing Corporation                    Alaska

              NBA International Banking
              Corporation                            Washington

              Northland Mortgage Company             Delaware

              Northland Credit Corporation           Alaska

              Northland Escrow Services
               Corporation                           Alaska

              National Bank of Alaska
              Insurance Services, LLC                Alaska

                  Gwaltney & Gwaltney, Inc.          Alaska

          NB Aviation, Inc.                          Delaware

          (22)  There were no matters submitted to a vote of security holders
                during the fourth quarter of 1999.

          (27)  Financial Data Schedule

  (b)  Reports on Form 8-K

       There was one 8-K reports filed during the quarter ended December 31,
       1999.  It is as follows:

       The 8-K dated December 21, 1999, reported a press release announcing the
       signing a letter of intent for the merger of National Bank of Alaska and
       Wells Fargo.  No Financial statement were included.


  (c)  Exhibits - See list of exhibits set forth above at Item 14(a)3.

  (d)  Financial Statement Schedules

       Schedules required to be filed in response to this portion of Item 14
       are listed above in Item 14(a)2.

Report of independent auditors for Form 10-K for the year ended December 31,
1999, is incorporated herein by reference in Item 14(a)1.

<PAGE> 27
                                  SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

NATIONAL BANCORP OF ALASKA, INC.

February 10, 2000             By   /s/Edward B. Rasmuson
Date                               Edward B. Rasmuson, Chairman of
                                   the Board and Director (Principal
                                   Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated:

February 15, 2000                  /s/Edward B. Rasmuson
Date                               Edward B. Rasmuson, Chairman of
                                   the Board and Director (Principal
                                   Executive Officer)

February 15, 2000                  /s/Richard Strutz
Date                               Richard Strutz, President and
                                   Director (Principal Financial Officer)

February 15, 2000                  /s/Gary Dalton
Date                               Gary Dalton, Executive Vice President
                                   (Principal Accounting Officer)

February 15, 2000                  /s/Donald B. Abel, Jr.
Date                               Donald B. Able, Director

February 15, 2000                  /s/Gary M. Baugh
Date                               Gary M. Baugh, Director

February 15, 2000                  /s/Carl F. Brady, Jr.
Date                               Carl F. Brady, Jr., Director








<PAGE> 28

February 15, 2000                  /s/James O. Campbell
Date                               James O. Campbell, Director

February 15, 2000                  /s/Jeffry J. Cook
Date                               Jeffry J. Cook, Director

February 15, 2000                  /s/Patrick S. Cowan
Date                               Patrick S. Cowan, Director

February 15, 2000                  /s/Sharon D. Gagnon
Date                               Sharon D. Gagnon, Director

February 15, 2000                  /s/James H. Jansen
Date                               James H. Jansen, Director

February 15, 2000                  /s/Emil Notti
Date                               Emil Notti, Director

February 15, 2000                  /s/Howard R. Nugent
Date                               Howard R. Nugent, Director

February 15, 2000                  /s/Tennys B. Owens
Date                               Tennys B. Owens, Director













<PAGE> 29
February 15, 2000                  /s/Eugene A. Parrish
Date                               Eugene a. Parrish, Director

February 15, 2000                  /s/Michael Pate,
Date                               Michael Pate, Director

February 15, 2000                  /s/Martin R. Pihl,
Date                               Martin R. Pihl, Director

February 15, 2000                  /s/Edward F. Randolph
Date                               Edward F. Randolph, Director

February 15, 2000                  /s/Major General John Schaeffer
Date                               Major General John Schaeffer(Ret.)
                                   Director

February 15, 2000                  /s/Michael K. Snowden
Date                               Michael K. Snowden, Director

February 15, 2000                  /s/George S. Suddock
Date                               George S. Suddock, Director

February 15, 2000                  /s/Richard A. Wien
Date                               Richard A. Wien, Director

February 15, 2000                  /s/Sharon Wikan
Date                               Sharon Wikan, Director