<PAGE>

                                   UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549

                                   --------------

                                      FORM 10-K

                    Annual Report Pursuant to Section 13 or 15(d) of
                          the Securities Exchange Act of 1934

For the year ended December 31, 1997            Commission file number 1-6214

                               -----------------------

                                WELLS FARGO & COMPANY
               (Exact name of registrant as specified in its charter)

                      Delaware                       No. 13-2553920
             (State of incorporation)               (I.R.S. Employer
                                                   Identification No.)

       420 Montgomery Street, San Francisco, California      94163
          (Address of principal executive offices)        (Zip Code)

     Registrant's telephone number, including area code:  1-800-411-4932

     SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                                        Name of Each Exchange
         Title of Each Class                             on Which Registered
         -------------------                            ---------------------

   Common Stock, par value $5                          New York Stock Exchange
                                                       Pacific Exchange
Adjustable Rate Cumulative Preferred Stock, Series B   New York Stock Exchange

     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 and (2) has been subject to such filing
requirements for the past 90 days.              Yes   X    No
                                                    -----     -----

     Indicate by check mark whether disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is contained herein, or will be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.
                                                Yes   X    No
                                                    -----     -----
     As of February 20, 1998 (the latest practicable date), 85,746,327 shares of
common stock were outstanding.  On the same date, the aggregate market value of
common stock held by nonaffiliates was approximately $26,845 million.

                         DOCUMENTS INCORPORATED BY REFERENCE

Portions of the 1997 Annual Report to Shareholders - Incorporated into Parts I,
II and IV.
Portions of the Proxy Statement for the 1998 Annual Meeting of Shareholders -
Incorporated into Part III.

<PAGE>

                           FORM 10-K CROSS-REFERENCE INDEX

<TABLE>
<CAPTION>
                                                                                         Page
                                                                      --------------------------------------------
                                                                      FORM      Annual                       Proxy
                                                                      10-K      Report (1)               Statement (2)
                                                                      ----      ------                   ---------
                                                            PART I
<S>                                                                   <C>       <C>                      <C>
Item 1.   Business
            Description of Business                                   2-5       10-72                    --
            Statistical Disclosure:
              Distribution of Assets, Liabilities and
                Stockholders' Equity; Interest Rates
                and Interest Differential                             6         16-19                    --
              Investment Portfolio                                    --        21-22, 39-40, 44-45      --
              Loan Portfolio                                          7-11      22-26, 40-41, 46-48      --
              Summary of Loan Loss Experience                         11-13     26-27, 40-41, 47         --
              Deposits                                                --        18-19, 28, 50            --
              Return on Equity and Assets                             --        10-11                    --
              Short-Term Borrowings                                   --        50                       --
Item 2.   Properties                                                  14        --                       --
Item 3.   Legal Proceedings                                           --        64                       --
Item 4.   Submission of Matters to a Vote of Security-
            Holders (in fourth quarter 1997) (3)                      --        --                       --
          Executive Officers of the Registrant                        15        --                       --

                                                            PART II

Item 5.   Market for Registrant's Common Equity and
            Related Stockholder Matters                               --        34, 43-44                --
Item 6.   Selected Financial Data                                     --        12                       --
Item 7.   Management's Discussion and Analysis of Finan-
            cial Condition and Results of Operations                  --        10-34                    --
Item 8.   Financial Statements and Supplementary Data                 --        35-72                    --
Item 9.   Changes in and Disagreements with Accountants
            on Accounting and Financial Disclosure (3)                --        --                       --

                                                            PART III

Item 10.  Directors and Executive Officers of the
            Registrant                                                15                  --             7-9
Item 11.  Executive Compensation                                      --        --                       3-4, 10-15
Item 12.  Security Ownership of Certain Beneficial
            Owners and Management                                     --        --                       5-6
Item 13.  Certain Relationships and Related Transactions              --        --                       18-20

                                                            PART IV

Item 14.  Exhibits, Financial Statement Schedules and
            Reports on Form 8-K                                       16-18     35-72                    --

SIGNATURES                                                            19        --                       --
-------------------------------------------------------------------------------------------------------------------
</TABLE>

(1)  The 1997 Annual Report to Shareholders, portions of which are incorporated
     by reference into this Form 10-K.
(2)  The Proxy Statement dated March 16, 1998 for the 1998 Annual Meeting of
     Shareholders, portions of which are incorporated by reference into this
     Form 10-K.
(3)  None.


                                          1
<PAGE>

DESCRIPTION OF BUSINESS

GENERAL

          Wells Fargo & Company (Parent) is a bank holding company registered
under the Bank Holding Company Act of 1956, as amended.  Based on assets as of
December 31, 1997, it was the tenth largest bank holding company in the United
States.  Its principal subsidiary is Wells Fargo Bank, N.A. (Bank). Wells Fargo
& Company and its subsidiaries are hereinafter referred to as the Company.

THE BANK

          HISTORY AND GROWTH

          The Bank is the successor to the banking portion of the business
founded by Henry Wells and William G. Fargo in 1852.  That business later
operated the westernmost leg of the Pony Express and ran stagecoach lines in the
western part of the United States.  The California banking business was
separated from the express business in 1905 and was merged in 1960 with American
Trust Company, another of the oldest banks in the Western United States. The
Bank became Wells Fargo Bank, N.A., a national banking association, in 1968.
Its head office is located in San Francisco, California.

          In 1986, the Company acquired from Midland Bank plc all the common
stock of Crocker National Corporation, a bank holding company whose principal
subsidiary was Crocker National Bank, the 17th largest bank in the U.S. at the
time.  In 1988, the Company acquired Barclays Bank of California with assets of
$1.3 billion.

          In 1990 and 1991, the Company completed the two-phase purchase of the
130-branch California network of Great American Bank (GA), a Federal Savings
Bank.  The Company acquired assets with a GA book value of $5.8 billion.

          Also during 1990, the Company completed the acquisition of four
California banking companies with combined assets of $1.9 billion:  Valley
National Bank of Glendale, Central Pacific Corporation of Bakersfield, the
Torrey Pines Group of Solana Beach and Citizens Holdings and its two banking
subsidiaries in Orange County.

          On April 1, 1996, the Company completed its acquisition (Merger) of
First Interstate Bancorp (First Interstate). The Company acquired assets with a
First Interstate book value of approximately $55 billion.  The purchase price
was approximately $11.3 billion.  The Merger was accounted for as a purchase
transaction.  Accordingly, the results of operations and assets/liabilities of
First Interstate are included with those of the Company for periods subsequent
to the date of the Merger (i.e., the financial information for periods prior to
April 1, 1996 included in this 10-K exclude First Interstate). The Merger is
discussed in the 1997 Annual Report to Shareholders.


                                          2
<PAGE>
          For further information, see the Line of Business Results section of
the 1997 Annual Report to Shareholders.

          The following table shows selected information for the Bank:

<TABLE>
<CAPTION>

---------------------------------------------------------------------------------------------------------

                                                                                              December 31,
                                                          -----------------------------------------------
(dollars in billions)                                        1997      1996      1995      1994      1993
---------------------------------------------------------------------------------------------------------
<S>                                                        <C>       <C>       <C>       <C>       <C>
Investment securities                                       $ 8.8     $12.3     $ 8.5     $11.2     $12.7
Loans                                                       $61.0     $61.5     $34.6     $35.7     $32.4
Assets                                                      $89.2     $98.7     $48.6     $51.9     $50.7
Deposits                                                    $68.1     $75.9     $39.0     $42.4     $42.4
Staff (active, full-time equivalent)                       30,504    33,939    18,129    19,117    19,324
Physical distribution offices (all domestic)                1,754     1,835       974       634       624
---------------------------------------------------------------------------------------------------------

</TABLE>


OTHER BANK SUBSIDIARIES

          In 1995, the Company formed Wells Fargo Bank (Arizona), N.A., a
national bank subsidiary, to operate the Company's credit card business.  The
Company also has a majority ownership interest in the Wells Fargo HSBC Trade
Bank, N.A. established in 1995 that provides trade financing, letters of credit
and collection services.

          On April 1, 1996, the California bank of First Interstate merged 
into the Bank.  In June 1996, the Company merged former First Interstate bank 
subsidiaries in six states (Idaho, Nevada, New Mexico, Oregon, Utah and 
Washington) into the Bank. In September 1996, Wells Fargo Bank of Arizona, 
N.A. (formerly First Interstate Bank of Arizona, N.A.) merged into the Bank. 
In June 1997, Wells Fargo Bank (Colorado), N.A. (formerly First Interstate 
Bank of Denver, N.A.) was merged into the Bank.  In addition, the Company 
completed the sales of the First Interstate banks in Wyoming, Montana and 
Alaska in the fourth quarter of 1996. Each bank had three branches.  The 
three banks had aggregate assets of approximately $.6 billion and aggregate 
deposits of approximately $.5 billion. The remaining former First Interstate 
bank subsidiary, Wells Fargo Bank (Texas), N.A. (formerly First Interstate 
Bank, Texas), is expected to merge into the Bank as soon as permitted by 
applicable state law (i.e., not earlier than September 1999).

NONBANK SUBSIDIARIES

          The Company has wholly-owned subsidiaries that provide various
banking-related services.  In the aggregate, these subsidiaries are not material
to the Company's assets or net income.


                                          3
<PAGE>

COMPETITION

          The Company competes for deposits, loans and other banking services in
its principal geographic market in the Western United States, as well as in
selected national markets as opportunities arise.  The banking business is
highly competitive and has become increasingly so in recent years; the industry
continues to consolidate and strong, unregulated competitors have entered core
banking markets with focused products targeted at highly profitable customer
segments. These unregulated competitors, such as investment companies,
specialized lenders and multinational financial services companies, compete
across geographic boundaries and provide customers increasing access to
meaningful alternatives to banking services in nearly all significant products.
These competitive trends are likely to continue.

          Within the banking industry, ongoing consolidation has increased
pressure on the Company from its most significant competitor in California, Bank
of America, the fifth largest bank holding company in the United States based on
assets as of December 31, 1997. Moreover, federal and state legislation adopted
in recent years has increased competition by allowing banking organizations from
other parts of the country to enter the Company's core geographic market (see
"Supervision and Regulation" for further discussion of such legislation and the
competitive environment in which the Company operates).

          Among commercial banks, the Bank is presently the second largest
holder of customer deposits in California.  There is no meaningful measure of
overall market share within the broadly defined financial services industry.

MONETARY POLICY

          The earnings of the Company are affected not only by general economic
conditions, but also by the policies of various governmental regulatory
authorities in the U.S. and abroad. In particular, the Federal Reserve System
exerts a substantial influence on interest rates and credit conditions,
primarily through open market operations in U.S. Government securities, varying
the discount rate on member bank borrowings and setting reserve requirements
against deposits. Federal Reserve monetary policies have had a significant
effect on the operating results of financial institutions in the past and are
expected to continue to do so in the future.

SUPERVISION AND REGULATION

          Under the Bank Holding Company Act, the Company is required to file
reports of its operations with the Board of Governors of the Federal Reserve
System and is subject to examination by it.  Further, the Act restricts the
activities in which the Company may engage and the nature of any company in
which the Parent may own more than 5% of any class of the voting shares.
Generally, permissible activities are limited to banking, the business of
managing and controlling banks, and activities so closely related to banking as
determined by the Board of Governors to be proper incidents thereto.

          Under the Act, the acquisition of substantially all of the assets of
any domestic bank or savings association or the ownership or control of more
than 5% of its voting shares by a


                                          4
<PAGE>

bank holding company is subject to prior approval by the Board of Governors.
Under the Riegle-Neal Act, bank holding companies which are adequately
capitalized and adequately managed are now permitted to make interstate
acquisitions of banks without regard to state law restrictions.  The merger of
commonly owned banks in different states is also permitted, except in states,
such as Texas, which have passed legislation to prohibit such mergers.  The
statute permits banks to establish branches outside their home state in states
which pass legislation to permit such interstate branching.

          The Bank is subject to certain restrictions under the Federal Reserve
Act, including restrictions on the terms of transactions between the Bank and
its affiliates and on any extension of credit to its affiliates.  Dividends
payable by the Bank to the Parent without the express approval of the Office of
the Comptroller of the Currency are limited by a formula.  For more information
regarding restrictions on loans and dividends by the Bank to its affiliates, see
Note 3 to the Financial Statements in the 1997 Annual Report to Shareholders.

          There are various requirements and restrictions in the laws of the
U.S. and the states in which the Bank operates, including restrictions on the
amount of its loans to a borrower and its affiliates and the nature and amount
of its investments, its ability to act as an underwriter of securities, its
opening of branches and its acquisition of other banks or savings associations.
The Bank, as a national bank, is subject to regulation and examination by the
Office of the Comptroller of the Currency, the Board of Governors of the Federal
Reserve System and the FDIC.

          Major regulatory changes affecting the Bank, banking and the financial
services industry in general have occurred in the last several years and can be
expected to occur in the future.  Federal banking legislation since 1980 has
deregulated interest rate ceilings on deposits at banks and thrift institutions
and has increased the types of accounts that can be offered.  Generally, federal
banking legislation has narrowed the functional distinctions among financial
institutions.  The consumer and commercial banking powers of thrift institutions
have expanded, and state-chartered banks in certain states are authorized to
engage in all activities which are permissible for national banks and in certain
cases may, with approval of the FDIC, engage in activities, such as insurance
underwriting, which are not authorized for national banks.

          Non-depository institutions can be expected to increase the extent to
which they act as financial intermediaries, particularly in the area of consumer
credit services.  Large institutional users and sources of credit may also
increase the extent to which they interact directly, meeting business credit
needs outside the banking system.

          These changes create significant opportunities for the Company, as
well as the financial services industry, to compete in financial markets on a
less-regulated basis.  They also suggest that the Company and, particularly, the
Bank will face new and major competitors in geographic and product markets in
which their operations historically have been protected by banking laws and
regulations.


                                          5
<PAGE>

ANALYSIS OF CHANGES IN NET INTEREST INCOME

          The following table allocates the changes in net interest income on a
taxable-equivalent basis to changes in either average balances or average rates
for both interest-earning assets and interest-bearing liabilities.  Because of
the numerous simultaneous volume and rate changes during any period, it is not
possible to precisely allocate such changes between volume and rate.  For this
table, changes that are not solely due to either volume or rate are allocated to
these categories in proportion to the percentage changes in average volume and
average rate.


<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------

                                                                                       Year ended December 31,
                                                       -------------------------------------------------------
                                                                   1997 OVER 1996               1996 over 1995
                                                       --------------------------     ------------------------
(in millions)                                         VOLUME      RATE     TOTAL    Volume      Rate     Total
--------------------------------------------------------------------------------------------------------------
<S>                                                   <C>         <C>     <C>       <C>       <C>       <C>
Increase (decrease) in interest income:
  Federal funds sold and securities
    purchased under resale agreements                 $  (11)      $--    $  (11)   $   25    $   --    $   25
  Investment securities:
    At fair value:
      U.S. Treasury securities                            15         6        21       114        (3)      111
      Securities of U.S. government agencies
        and corporations                                 (89)       16       (73)      344        10       354
      Private collateralized mortgage obligations          8         7        15       101         2       103
      Other securities                                    (7)       (2)       (9)       33       (16)       17
    At cost (1):
      U.S. Treasury securities                            --        --        --       (61)       --       (61)
      Securities of U.S. government agencies
        and corporations                                  --        --        --      (269)       --      (269)
      Private collateralized mortgage obligations         --        --        --       (66)       --       (66)
      Other securities                                    --        --        --       (10)       --       (10)
  Mortgage loans held for sale                            --        --        --       (76)       --       (76)
  Loans:
    Commercial                                           175         8       183       728       (80)      648
    Real estate 1-4 family first mortgage                  8         7        15       277         4       281
    Other real estate mortgage                            13        45        58       319       (16)      303
    Real estate construction                              22        (7)       15        99         3       102
    Consumer:
      Real estate 1-4 family junior lien mortgage         19        17        36       223        17       240
      Credit card                                         29       (21)        8       209       (27)      182
      Other revolving credit and monthly payment          39       (22)       17       473       (29)      444
    Lease financing                                       78        --        78        94        (6)       88
    Foreign                                               (2)       --        (2)        8        --         8
  Other                                                   29         3        32        23         1        24
                                                      ------    ------    ------    ------    ------    ------
    Total increase (decrease) in interest income         326        57       383     2,588      (140)    2,448
                                                      ------    ------    ------    ------    ------    ------

Increase (decrease) in interest expense:
  Deposits:
    Interest-bearing checking                            (32)        3       (29)        3        11        14
    Market rate and other savings                         69        (9)       60       367         5       372
    Savings certificates                                  57        29        86       315       (27)      288
    Other time deposits                                  (10)       (7)      (17)       --         3         3
    Deposits in foreign offices                           16         1        17       (76)      (12)      (88)
  Federal funds purchased and securities
  sold under repurchase agreements                        59         3        62       (88)      (19)     (107)
  Commercial paper and other short-term borrowings        (4)        5         1        (8)       (8)      (16)
  Senior debt                                            (18)        4       (14)       38        (9)       29
  Subordinated debt                                       25         2        27        64         6        70
  Guaranteed preferred beneficial interests
  in Company's subordinated debentures                    95        --        95         6        --         6
                                                      ------    ------    ------    ------    ------    ------
    Total increase (decrease) in interest expense        257        31       288       621       (50)      571
                                                      ------    ------    ------    ------    ------    ------

Increase (decrease) in net interest income
  on a taxable-equivalent basis                       $   69    $   26    $   95    $1,967    $  (90)   $1,877
                                                      ------    ------    ------    ------    ------    ------
                                                      ------    ------    ------    ------    ------    ------

--------------------------------------------------------------------------------------------------------------

</TABLE>
(1)  As investment securities at cost were reclassified to the at-fair-value
     portfolio on November 30, 1995, the decrease in net interest income for
     1996 over 1995 was entirely due to volume.


                                          6
<PAGE>

LOAN PORTFOLIO

          The following table presents the remaining contractual principal
maturities of selected loan categories at December 31, 1997 and a summary of the
major categories of loans outstanding at the end of the last five years.  At
December 31, 1997, the Company did not have loan concentrations that exceeded
10% of total loans, except as shown below.


<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------------------

                                                                            DECEMBER 31, 1997
                                -------------------------------------------------------------
                                                OVER ONE YEAR
                                           THROUGH FIVE YEARS       OVER FIVE YEARS
                                           -------------------  -------------------
                                                     FLOATING              FLOATING
                                                           OR                    OR
                                ONE YEAR   FIXED   ADJUSTABLE     FIXED  ADJUSTABLE                                    December 31,
                                                                                                ----------------------------------
(in millions)                    OR LESS    RATE         RATE      RATE        RATE     TOTAL     1996     1995      1994     1993
----------------------------------------------------------------------------------------------------------------------------------
<S>                             <C>       <C>       <C>         <C>         <C>       <C>        <C>     <C>       <C>
Selected loan maturities:
  Commercial                     $ 9,896 $ 1,007      $ 7,453    $  412      $1,376   $20,144  $19,515  $ 9,750   $ 8,162  $ 6,912
  Real estate 1-4 family first
    mortgage (1)                     781     530          129     3,244       4,185     8,869   10,425    4,448     9,050    7,458
  Other real estate mortgage       1,704   1,361        3,763     2,918       2,440    12,186   11,860    8,263     8,079    8,286
  Real estate construction         1,283      79          767        79         112     2,320    2,303    1,366     1,013    1,110
  Foreign                             29      18           21        10           1        79      169       31        27       18
                                 ------- -------      -------   -------      ------   -------  -------  -------   -------  -------

        Total selected loan
           maturities            $13,693 $ 2,995      $12,133    $6,663      $8,114    43,598   44,272   23,858    26,331   23,784
                                 ------- -------      -------   -------      ------   -------  -------  -------   -------  -------
                                 ------- -------      -------   -------      ------

Other loan categories:
  Real estate 1-4 family
    junior lien mortgage                                                                5,865    6,278    3,358     3,332    3,583
  Credit card                                                                           5,039    5,462    4,001     3,125    2,600
  Other revolving credit and
    monthly payment                                                                     7,185    8,374    2,576     2,229    1,920
                                                                                      -------  -------  -------   -------  -------
        Total consumer                                                                 18,089   20,114    9,935     8,686    8,103

  Lease financing                                                                       4,047    3,003    1,789     1,330    1,212
                                                                                      -------  -------  -------   -------  -------

        Total loans                                                                   $65,734  $67,389  $35,582   $36,347  $33,099
                                                                                      -------  -------  -------   -------  -------
                                                                                      -------  -------  -------   -------  -------
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>


(1)  Includes approximately $1 billion of fixed-initial-rate mortgage (FIRM)
     loans in the over 5 year fixed rate category.  FIRM loans carry fixed rates
     during the first 3, 5, 7 or 10 years (based on the period selected by the
     borrower) of the loan term and carry adjustable rates thereafter.


                                          7
<PAGE>

UNDERWRITING POLICIES AND PRACTICES

          It is the policy of the Company to grant credit in accordance with the
principles of sound risk management and the Company's business strategy. The
Company obtains and analyzes sufficient information to ensure that the purpose
of a credit extension is lawful and productive and that the borrower is able to
repay as scheduled. Credit is structured in a manner consistent with such
supporting analysis and is monitored to detect changes in quality. The Company's
credit policies establish the fundamental credit principles which guide the
Company in granting loans, leases, lines of credit, standby and commercial
letters of credit, acceptances and commitments ("direct credit") to customers on
an unsecured, partially secured or fully secured basis. The credit product line
for both businesses and individuals includes standardized products as well as
customized, individual accommodations. In addition, the Company provides
products and services which could become direct credit exposure unless such
products are offered on a "cash only" basis. These include: automated clearing
house services, controlled disbursement, wire services, foreign exchange
services, interest rate protection products, Federal fund lines to banks, cash
letters and deposit accounts which create exposure by allowing use of funds
advanced/uncollected funds ("operating credit"). Standardized documentation and
underwriting and a study of the requirements of the secondary market are an
explicit consideration in credit product development.

          The Company requires some degree of background check into character
and credit history of all its credit customers. Extensions of credit must be
supported by current financial information on the borrower (and guarantor) which
is appropriate to the size and type of credit being offered; such information
can denote any material which serves to inform the Company about the financial
health of its credit customers. An accompanying credit analysis includes, at a
minimum, an evaluation of the customer's financial strength and probability of
repayment, with due consideration given to the negative factors which may affect
the borrower's ability to meet repayment schedules. Collateral is valued in
accordance with Company appraisal standards and, where applicable, appraisal
regulations issued under the Financial Institutions Reform, Recovery and
Enforcement Act of 1989 and other applicable law. For commercial real estate
transactions, the recommending officer reviews and evaluates the key assumptions
supporting the appraised value.

          In addition to a broad range of laws and regulations and the Company's
credit policies, the Company has established minimum underwriting standards
which delineate criteria for sources of repayment, financial strength and
enhancements such as guarantees. The primary source of repayment will be
recurring cash flow of the borrower or cash flow from the real estate project
being financed. Underwriting standards include: minimum financial condition and
cash flow hurdles for unsecured credit; maximum loan to collateral value ratios
for secured products; minimum cash flow coverage of debt service, or debt to
income ratios, for term products; minimum liquidity and maximum financial
leverage requirements when lending to highly leveraged borrowers; and, for
certain products, a description of any credit scoring criteria and methodology
employed. Prudent credit practice will permit credit extensions which are an
exception to the minimum underwriting standards; procedures for


                                          8
<PAGE>

approval of exceptions are included in Company policy; and certain exceptions
are reported to the Board of Directors.

          Generally, the Company's minimum underwriting standards for commercial
real estate include various maximum loan-to-value ("LTV") ratios ranging from
50% to 80%, depending on the type of collateral and the size and purpose of the
loan; minimum debt service (stabilized net income divided by debt service cost)
ranging from 1.10 to 1.30 depending on the type of property financed; and
maximum terms ranging from 2 to 15 years for certain commercial property loans
depending on the same loan/collateral characteristics. For example, a typical
owner-occupied commercial real estate loan would most often have a maximum LTV
of 80%, debt service coverage of 1.25 and a term of 4 to 15 years. For community
reinvestment projects, the Company applies special underwriting criteria to its
financing of construction of affordable multi-family housing in California built
by non-profit as well as for-profit developers.

          The Company has devoted a limited portion of its commercial real
estate portfolio to higher-risk loans, for which a commensurate return is
expected. Such transactions include purchases of performing or distressed real
estate loans at a discount, acquisition of rated and unrated tranches of
commercial mortgage obligations, senior loan originations, mezzanine financing
and origination of single assets for securitization. Many of the higher-yielding
transactions may contain non-recourse provisions. In general, this business is
more "opportunistic" in nature, as opposed to representing a highly defined
lending program. As such, higher LTVs (up to 90% or 95%) will be underwritten on
occasion, particularly in the case of junior and senior participating debt.

          Generally, commercial loan categories include unsecured loans and
lines of credit with minimum debt service coverage (earnings before interest,
taxes, depreciation and amortization divided by debt service cost) dependent on
the specific credit analysis. Common forms of collateral pledged to secure
commercial credit accommodations include accounts receivable, inventories,
equipment, agricultural crops or livestock, marketable securities and cash or
cash equivalent. In addition to the minimum debt service requirements, most
transactions have maximum terms of 1 to 7 years and/or LTVs in the range of 65%
to 85%, based on an analysis of the collateral pledged.  Wells Fargo HSBC Trade
Bank, which provides trade financing, letters of credit, foreign exchange
services and collection services, generally uses the same underwriting
guidelines as the Company has established for its commercial lending functions.

          The Company also allocates a small percentage of its commercial loan
portfolio to the origination of asset-based loans secured by "hard assets"
(accounts receivable, inventory, equipment and/or real estate). In contrast to
traditional commercial lending, asset-based borrowers generally do not have the
ability to repay their debts through cash flow; therefore, such loans are fully
secured and tailored to the growth and turnover of the borrower's
self-liquidating asset base. Maximum LTVs are generally in the range of 65% to
85%, with specialized collateral monitoring and control procedures in place to
mitigate risk exposure.


                                          9
<PAGE>
          The Company has devoted a focused product group to providing a full
range of credit products to small businesses with annual sales of up to $10
million and in which the owner of the business is also the principal financial
decision maker.  Credit products include lines of credit, receivables and
inventory financing, equipment loans and leases and real estate financing.  In
addition, the group employs a variety of government sponsored credit programs
designed to meet the credit needs of small businesses who fit "near bankable"
business profiles.  The group utilizes automated credit decision methods,
including credit scoring and rule-based criteria, to approve or decline requests
for credit.   In some cases, more traditional analysis is employed.  An
evaluation of the soundness and desirability of collateral, if any, is also
required before an extension of credit will be made. Loan-to-value, debt service
coverage and maximum loan term underwriting guidelines employed are, in general,
similar to those described earlier for commercial and commercial real estate
loan products.

          The Company is an active participant in the national transportation
finance market, underwriting primarily consumer auto leases and indirect auto
loans (sales finance contracts). Direct (branch-originated) loans and marine and
recreational vehicle loans are also offered as accommodation products for our
retail customers and a select group of dealers in the Western states. Most
applicants for these credit products are assigned a credit score which is
indicative of their relative probability of repayment. The credit scoring models
are validated as to their predictive power on a periodic basis. The lending
group includes in its credit decisioning criteria other judgmental factors, such
as advance rate and debt to income ratio, which are used to augment this credit
score. However, all credit decisions made contrary to an established cut-off
score must be supported and documented by a credit officer with the appropriate
approval authority.

          The Company has recently refined its target market for offering
consumer credit cards and consumer loans and lines of credit to focus solely on
its franchise states in the Western U.S., although some accounts from previous
national campaigns remain in the portfolio. The majority of the customer base
resides in California. The credit review process includes initial screens to
ensure that applicants meet minimum age and income level requirements for the
product requested. Fraud screens are also completed. Credit bureau reports are
used to calculate the debt-to-income ratios and credit scores on which an
evaluation of creditworthiness is based. If accepted by the credit score,
applicants with major derogatory bureau information, minimal credit references
or high debt ratios are reviewed by an analyst for possible overrides, with
income verification and/or collateral verification required for certain products
and loan amounts.   Judgmental overrides of credit score declines will also
occur occasionally.

          The Company offers first mortgage loan products to customers through
Wells Resource Real Estate Services, a joint venture with PHH Mortgage Services.
The loan products are underwritten and funded by the joint venture partner (PHH
Mortgage Services), who packages the loans for sale in the secondary mortgage
markets.  A limited number of these loans are purchased by the Company,
typically for community lending purposes or other client accommodations.  The
Company continues to provide second mortgage loans and lines of credit secured
by first and second deeds of trust directly to its customers. The Company relies


                                          10
<PAGE>

on cash flow as the primary source of repayment for these equity products. The
nature of the credit review that is conducted depends on the product, but
typically consists of an evaluation of the applicant's debt ratios and credit
history, either judgmentally or using a credit score, along with a review of the
collateral. Maximum combined LTVs will range from 50% to 100% depending on the
nature, amount and term of the loan.

          The above underwriting practices are general standards that are
subject to change; the actual terms and conditions of a specific credit
transaction are dependent on an analysis of the specific transaction.

CHANGES IN THE ALLOWANCE FOR LOAN LOSSES

<TABLE>
<CAPTION>

----------------------------------------------------------------------------------------------------
                                                                              Year Ended December 31,
                                                       ---------------------------------------------
(in millions)                                           1997      1996      1995      1994      1993
----------------------------------------------------------------------------------------------------
<S>                                                 <C>        <C>       <C>       <C>       <C>
BALANCE, BEGINNING OF YEAR                           $ 2,018    $1,794    $2,082    $2,122    $2,067

Allowance of First Interstate                             --       770        --        --        --

Sale of former First Interstate banks                     --       (11)       --        --        --

Provision for loan losses                                615       105        --       200       550

Loan charge-offs:
  Commercial                                            (269)     (140)      (55)      (54)     (110)
  Real estate 1-4 family first mortgage                  (19)      (18)      (13)      (18)      (25)
  Other real estate mortgage                             (18)      (40)      (52)      (66)     (197)
  Real estate construction                                (3)      (13)      (10)      (19)      (68)
  Consumer:
     Real estate 1-4 family junior lien mortgage         (23)      (28)      (16)      (24)      (28)
     Credit card                                        (486)     (404)     (208)     (138)     (177)
     Other revolving credit and monthly payment         (219)     (186)      (53)      (36)      (41)
                                                     -------    ------     -----    ------    ------
       Total consumer                                   (728)     (618)     (277)     (198)     (246)
  Lease financing                                        (41)      (31)      (15)      (14)      (18)
                                                     -------    ------     -----    ------    ------
          Total loan charge-offs                      (1,078)     (860)     (422)     (369)     (664)
                                                     -------    ------     -----    ------    ------

Loan recoveries:
  Commercial                                              70        54        38        37        71
  Real estate 1-4 family first mortgage                    4         8         3         6         2
  Other real estate mortgage                              53        47        53        22        47
  Real estate construction                                11        11         1        15         4
  Consumer:
     Real estate 1-4 family junior lien mortgage           8         9         3         4         3
     Credit card                                          48        36        13        18        21
     Other revolving credit and monthly payment           67        47        12        11        12
                                                     -------    ------     -----    ------    ------
       Total consumer                                    123        92        28        33        36
  Lease financing                                         12         8        11        16         9
                                                     -------    ------     -----    ------    ------
          Total loan recoveries                          273       220       134       129       169
                                                     -------    ------     -----    ------    ------
            Total net loan charge-offs                  (805)     (640)     (288)     (240)     (495)
                                                     -------    ------     -----    ------    ------
BALANCE, END OF YEAR                                 $ 1,828    $2,018    $1,794    $2,082    $2,122
                                                     -------    ------     -----    ------    ------
                                                     -------    ------     -----    ------    ------

Total net loan charge-offs as a percentage of
  average total loans                                   1.25%     1.05%      .83%      .70%     1.44%
                                                      ------    ------     -----    ------    ------
                                                      ------    ------     -----    ------    ------

Allowance as a percentage of total loans                2.78%     3.00%     5.04%     5.73%     6.41%
                                                      ------    ------     -----    ------    ------
                                                      ------    ------     -----    ------    ------
----------------------------------------------------------------------------------------------------
</TABLE>


                                          11
<PAGE>

          The Securities and Exchange Commission requires the Company to present
the ratio of the allowance for loan losses to total nonaccrual loans.  This
ratio was 346% and 283% at December 31, 1997 and 1996, respectively.  This ratio
may fluctuate significantly from period to period due to such factors as the mix
of loan types in the portfolio, the prospects of borrowers and the value and
marketability of collateral as well as, for the nonaccrual portfolio taken as a
whole, wide variances from period to period in terms of delinquency and
relationship of book to contractual principal balance. Classification of a loan
as nonaccrual does not necessarily indicate that the principal of a loan is
uncollectible in whole or in part.  Consequently, the ratio of the allowance for
loan losses to nonaccrual loans, taken alone and without taking into account
numerous additional factors, is not a reliable indicator of the adequacy of the
allowance for loan losses.  Indicators of the credit quality of the Company's
loan portfolio and the method of determining the allowance for loan losses are
discussed in the 1997 Annual Report to Shareholders.

ALLOCATION OF THE ALLOWANCE FOR LOAN LOSSES

          The table on the following page provides a breakdown of the allowance
for loan losses by loan category.  The Company has an established process to
determine the adequacy of the allowance for loan losses which assesses the risk
and losses inherent in its portfolio.  This process provides an allowance
consisting of two components, allocated and unallocated.  To arrive at the
allocated component of the allowance, the Company combines estimates of the
allowances needed for loans analyzed individually (including impaired loans
subject to FAS 114) and loans analyzed on a pool basis.  While coverage of one
year's losses is often adequate (particularly for homogeneous pools of loans),
the time period covered by the allowance may vary by portfolio, based on the
Company's best estimate of the inherent losses in the entire portfolio as of the
evaluation date.  The Company has deemed it prudent, when reviewing the overall
allowance, to maintain a total allowance in excess of projected losses.  To
mitigate the imprecision inherent in most estimates of expected credit losses,
the allocated component of the allowance is supplemented by an unallocated
component.  The unallocated component includes management's judgmental
determination of the amounts necessary for concentrations, economic
uncertainties and other subjective factors; correspondingly, the relationship of
the unallocated component to the total allowance for loan losses may fluctuate
from period to period.  Although management has allocated a portion of the
allowance to specific loan categories, the adequacy of the allowance must be
considered in its entirety.


                                          12
<PAGE>

<TABLE>
<CAPTION>

                                                 ALLOCATION OF THE ALLOWANCE FOR LOAN LOSSES
----------------------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------------------
                                                                                                                       December 31,
----------------------------------------------------------------------------------------------------------------------------------
(in millions)                                 1997                1996 (1)            1995                1994                1993
----------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>                 <C>                 <C>                 <C>                 <C>
Commercial                                  $  367              $  277              $  148              $  109              $  152
Real estate 1-4 family first
 mortgage                                       23                  29                  46                  41                  39
Other real estate mortgage                     166                 232                 165                 212                 357
Real estate construction                        29                  40                  49                  45                  92
Consumer:
     Credit card  (2)                          428                 401                 332                  87                  96
     Other consumer                            163                 206                  87                  70                  87
                                            ------              ------              ------              ------              ------
      Total consumer                           591                 607                 419                 157                 183
Lease financing                                 43                  33                  28                  21                  19
Foreign                                          1                   2                  --                  --                  --
                                            ------              ------              ------              ------              ------
      Total allocated                        1,220               1,220                 855                 585                 842
Unallocated component of
     the allowance (3)                         608                 798                 939               1,497               1,280
                                            ------              ------              ------              ------              ------
      Total                                 $1,828              $2,018              $1,794              $2,082              $2,122
                                            ------              ------              ------              ------              ------
                                            ------              ------              ------              ------              ------

</TABLE>

<TABLE>
<CAPTION>

                                                                                                                        December 31,
                                 --------------------------------------------------------------------------------------------------
                                              1997                1996                1995                1994                 1993
                                ------------------   -----------------   -----------------   -----------------  -------------------
                                  ALLOC.      LOAN    Alloc.      Loan    Alloc.      Loan    Alloc.      Loan   Alloc.        Loan
                                  ALLOW.    CATGRY    allow.    catgry    allow.    catgry    allow.    catgry   allow.      catgry
                                    AS %      AS %      as %      as %      as %      as %      as %      as %     as %        as %
                                 OF LOAN  OF TOTAL   of loan  of total   of loan  of total   of loan  of total  of loan    of total
                                  CATGRY     LOANS    catgry     loans    catgry     loans    catgry     loans   catgry       loans
                                  ------     -----    ------     -----    ------     -----    ------     -----   ------       -----
<S>                              <C>      <C>        <C>      <C>        <C>      <C>        <C>      <C>       <C>        <C>
Commercial                          1.82%       31%     1.42%       30%     1.52%       27%     1.34%       22%     2.20%       21%
Real estate 1-4 family first
mortgage                             .26        13       .28        15      1.03        13       .45        25       .52        23
Other real estate mortgage          1.36        19      1.96        18      2.00        23      2.62        22      4.31        25
Real estate construction            1.25         4      1.74         3      3.59         4      4.44         3      8.29         3
Consumer:
    Credit card (2)                 8.49         8      7.34         8      8.30        11      2.78         9      3.69         8
    Other consumer                  1.25        20      1.41        22      1.47        17      1.26        15      1.58        16
                                              ----                ----                ----                ----                ----
      Total consumer                3.27        28      3.02        30      4.22        28      1.81        24      2.26        24
Lease financing                     1.06         5      1.10         4      1.57         5      1.58         4      1.57         4
Foreign                             1.27        --      1.18        --        --        --        --        --        --        --
                                              ----                ----                ----                ----                ----

     Total allocated                1.86       100%     1.81       100%     2.40       100%     1.61       100%     2.54       100%
Unallocated component of
    the allowance (3)                .92                1.19                2.64                4.12                3.87
                                    ----                ----                ----                ----                ----
     Total                          2.78%               3.00%               5.04%               5.73%               6.41%
                                    ----                ----                ----                ----                ----
                                    ----                ----                ----                ----                ----
------------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


 (1) In 1996, the methods used for the allocation of the allowance for loan
     losses for all loan categories were modified.  For example, the
     modification of the method for determining the allocation for real
     estate 1-4 family first mortgage loans (and "other consumer" loans)
     generally reduced the number of months of projected losses covered
     compared with the method used in prior years.  The new methodology
     provided approximately 12 months coverage of projected loan losses for
     the real estate 1-4 family first mortgage loans in 1997 and
     approximately 13 months coverage in 1996, compared with approximately
     40 months coverage in 1995.
 (2) The allocation for credit card loans in 1997, 1996 and 1995
     approximated 12 months of projected losses, compared with 7 months in
     1994 and 1993.
 (3) This amount and any unabsorbed portion of the allocated allowance are
     also available for any of the above listed loan categories.


                                          13
<PAGE>

PROPERTIES

          The Company occupied 2,146 premises, consisting of physical
distribution offices and administrative buildings, in 10 Western states as of
December 31, 1997.  On that date, 813 premises were owned, 1,294 premises were
leased and 39 premises were owned in part and leased in part.  The leases are
generally for terms not exceeding 30 years.

          The Company owns its 12-story headquarters building in San Francisco,
California; the Wells Fargo Centers in Phoenix, Arizona and Portland, Oregon;
and three data processing and operation centers totaling approximately 1,240,000
square feet in California, Oregon and Arizona.  The Company is also a joint
venture partner in two office buildings in downtown Los Angeles and one in
Sacramento, of which approximately 540,000 square feet is occupied by
administrative staff and 560,000 square feet is sublet.  In addition, the
Company leases approximately 8,900,000 square feet of office space for data
processing support and various administrative departments in major locations in
California, Texas, Arizona, Colorado and Oregon.

          At December 31, 1997, the Company had 956 traditional branches, 523
in-store branches, 377 banking centers and 27 business centers in 10 Western
states.  Motor banking facilities ("motorbanks") are available at 52 of the
traditional branches.


                                          14
<PAGE>

EXECUTIVE OFFICERS OF THE REGISTRANT

<TABLE>
<CAPTION>

                                                                      Date from
      Name                          Office held                       which held          Age
-------------------           --------------------------              ----------          ---
<S>                           <C>                                     <C>                 <C>

*Paul Hazen                   Chairman of the Board, President        January 1995        56
                                and Chief Executive Officer

*Rodney L. Jacobs             Vice Chairman and                       January 1990        57
                                Chief Financial Officer
*Terri A. Dial                Vice Chairman                           March 1996          48
*Charles M. Johnson           Vice Chairman                           January 1992        56
*Clyde W. Ostler              Vice Chairman                           January 1990        51

 Michael J. Gillfillan        Vice Chairman and                       January 1992        49
                                Chief Credit Officer
 David A. Hoyt                Vice Chairman                           May 1997            42
 Joseph P. Stiglich           Vice Chairman                           May 1997            50
 Paul M. Watson               Vice Chairman                           March 1996          58

 Leslie L. Altick             Executive Vice President and            July 1995           47
                                Director of Corporate
                                Communications
 Ross J. Kari                 Executive Vice President                November 1995       39
                                and Finance Group Head
 Frank A. Moeslein            Executive Vice President                May 1990            54
                                and Controller
 Michael M. Patriarca         Executive Vice President and            April 1997          47
                                General Auditor
 Guy Rounsaville, Jr.         Executive Vice President,               March 1985          54
                                Chief Counsel and
                                Secretary
 Eric D. Shand                Executive Vice President and            July 1995           45
                                Chief Loan Examiner
 Kevin J. Sullivan            Executive Vice President                September 1997      56
                                and Personnel Director

</TABLE>

-----------------------
* Office of the Chairman

     The principal occupation of each of the executive officers during the past
five years has been in the position reported above or in other positions as an
officer with the Company, except for Kevin J. Sullivan, who has been with the
Company since September 1997; prior to that, he was Senior Consultant, Human
Resources Strategy at Watson Wyatt from 1996 to 1997, and Senior Vice President,
Human Resources at Apple, Inc. from 1987 to 1996.

     There is no family relationship among the above officers.  All executive
officers serve at the pleasure of the Board of Directors.


                                          15
<PAGE>

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

(a)  Financial Statements, Schedules and Exhibits:

     (1)  The consolidated financial statements and related notes, the
          independent auditors' report thereon and supplementary data that
          appear on pages 35 through 72 of the 1997 Annual Report to
          Shareholders are incorporated herein by reference.

     (2)  Financial Statement Schedules:

          All schedules are omitted, because the conditions requiring their
          filing do not exist.

     (3)  Exhibits:

          Exhibit
           number                        Description
          -------                        -----------

          3(a)  Restated Certificate of Incorporation, incorporated by
                reference to Exhibit 3(a) of Form 10-K filed March 21, 1994
           (b)  Certificate of the Voting Powers, Designation, Preferences and
                Relative, Participating, Optional or Other Special Rights, and
                the Qualifications, Limitations or Restrictions Thereof, Which
                Have Not Been Set Forth in the Certificate of Incorporation or
                in any Amendment Thereto, of the Adjustable Rate Cumulative
                Preferred Stock, Series B, incorporated by reference to
                Exhibit 3(c) of Form 10-K filed March 21, 1994
           (c)  Certificate of the Voting Powers, Designation, Preferences and
                Relative, Participating, Optional or Other Special Rights, and
                the Qualifications, Limitations or Restrictions Thereof, Which
                Have Not Been Set Forth in the Certificate of Incorporation or
                in any Amendment Thereto, of the Fixed/Adjustable Rate
                Noncumulative Preferred Stock, Series H, incorporated by
                reference to Exhibit 4(a) of Form 8-K/A filed September 23,
                1996
           (d)  By-Laws, incorporated by reference to Exhibit 3(ii) of Form 10-
                Q filed August 13, 1997

          4(a)  The Company hereby agrees to furnish upon request to the
                Commission a copy of each instrument defining the rights of
                holders of senior and subordinated debt of the Company.

         10(a)  Benefits Restoration Program, as amended through April 18,
                1995, incorporated by reference to Exhibit 10(a) of Form 10-K
                for the year ended December 31, 1995
           (b)  Deferral Plan for Directors, as amended through November 19,
                1991
           (c)  1990 Director Option Plan, as amended through November 19, 1991
           (d)  1987 Director Option Plan, as amended through February 21,
                1995, incorporated by reference to Exhibit A to the Company's
                Proxy Statement filed March 10, 1995, and as further amended by
                the amendment adopted September 16, 1997, incorporated by
                reference to Exhibit 10 to Form 10-Q filed November 13, 1997


                                          16
<PAGE>

         10(e)  Director Retirement Plan, incorporated by reference to Exhibit
                10(e) of Form 10-K for the year ended December 31, 1993
           (f)  1990 Equity Incentive Plan, incorporated by reference to
                Exhibit 10(f) of Form 10-K for the year ended December 31, 1995
           (g)  1982 Equity Incentive Plan, as amended through November 15,
                1988, incorporated by reference to Exhibit 10(g) of Form 10-K
                for the year ended December 31, 1993
           (h)  Executive Incentive Pay Plan, incorporated by reference to
                Exhibit 10(h) of Form 10-K for the year ended December 31, 1995
           (i)  Executive Loan Plan, incorporated by reference to Exhibit 10(i)
                of Form 10-K for the year ended December 31, 1994
           (j)  Long-Term Incentive Plan, incorporated by reference to Exhibit
                A of the Proxy Statement filed March 14, 1994
           (k)  Senior Executive Performance Plan, incorporated by reference to
                Exhibit B of the Proxy Statement filed March 14, 1994

         12(a)  Computation of Ratios of Earnings to Fixed Charges -- the
                ratios of earnings to fixed charges, including interest on
                deposits, were 1.89, 1.93, 2.19, 2.20 and 1.90 for the years
                ended December 31, 1997, 1996, 1995, 1994 and 1993,
                respectively.  The ratios of earnings to fixed charges,
                excluding interest on deposits, were 4.03, 4.64, 4.56, 5.04 and
                4.53 for the years ended December 31, 1997, 1996, 1995, 1994
                and 1993, respectively.
         12(b)  Computation of Ratios of Earnings to Fixed Charges and
                Preferred Dividends -- the ratios of earnings to fixed charges
                and preferred dividends, including interest on deposits, were
                1.86, 1.82, 2.09, 2.07 and 1.77 for the years ended December
                31, 1997, 1996, 1995, 1994 and 1993, respectively. The ratios
                of earnings to fixed charges and preferred dividends, excluding
                interest on deposits, were 3.78, 3.78, 3.99, 4.18 and 3.51 for
                the years ended December 31, 1997, 1996, 1995, 1994 and 1993,
                respectively.

         13     1997 Annual Report to Shareholders, pages 10 through 72

         21     Subsidiaries of the Registrant -- Wells Fargo & Company's only
                significant subsidiary, as defined, is Wells Fargo Bank, N.A.

         23     Consent of Independent Accountants

         27     Financial Data Schedule


                                          17
<PAGE>

(b)  The Company filed the following reports on Form 8-K during the fourth
     quarter of 1997 and through the date hereof in 1998:

     (1)  October 21, 1997 under Item 5, containing the Press Release that
          announced the Company's financial results for the quarter ended
          September 30, 1997
     (2)  October 22, 1997 under Item 5, containing the Press Release that
          announced the Company's additional share repurchase authorization and
          quarterly common stock dividend
     (3)  January 20, 1998 under Item 5, containing the Press Release that
          announced the Company's financial results for the quarter and year
          ended December 31, 1997

                              STATUS OF PRIOR DOCUMENTS

     The Wells Fargo & Company Annual Report on Form 10-K for the year ended
December 31, 1997, at the time of filing with the Securities and Exchange
Commission, shall modify and supersede all documents filed prior to January 1,
1998 pursuant to Sections 13, 14 and 15(d) of the Securities Exchange Act of
1934 for purposes of any offers or sales of any securities after the date of
such filing pursuant to any Registration Statement or Prospectus filed pursuant
to the Securities Act of 1933 which incorporates by reference such Annual Report
on Form 10-K.


                                          18
<PAGE>

                                      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, on March 16, 1998.

                                   WELLS FARGO & COMPANY


                                   By:       FRANK A. MOESLEIN
                                        ---------------------------------
                                             Frank A. Moeslein
                                       (Executive Vice President and Controller)


     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 indicated on March 16, 1998:

<TABLE>
<CAPTION>

Signature                          Capacity
---------                          --------
<S>                               <C>
 PAUL HAZEN                       Chairman of the Board, President and Chief
---------------------------        Executive Officer (Principal Executive
(Paul Hazen)                       Officer)

 RODNEY L. JACOBS                 Vice Chairman and Chief Financial Officer
---------------------------        (Principal Financial Officer)
(Rodney L. Jacobs)                

 FRANK A. MOESLEIN                Executive Vice President and Controller
---------------------------        (Principal Accounting Officer)
(Frank A. Moeslein)               

 H. JESSE ARNELLE                 Director
---------------------------
(H. Jesse Arnelle)

                                  Director
---------------------------
(Michael R. Bowlin)

 EDWARD M. CARSON                 Director
---------------------------
(Edward M. Carson)

 WILLIAM S. DAVILA                Director
---------------------------
(William S. Davila)

 RAYBURN S. DEZEMBER              Director
---------------------------
(Rayburn S. Dezember)

                                  Director
---------------------------
(Robert K. Jaedicke)

                                  Director
---------------------------
(Thomas L. Lee)

 ELLEN M. NEWMAN                  Director
---------------------------
(Ellen M. Newman)

 PHILIP J. QUIGLEY                Director
---------------------------
(Philip J. Quigley)

 CARL E. REICHARDT                Director
---------------------------
(Carl E. Reichardt)

 DONALD B. RICE                   Director
---------------------------
(Donald B. Rice)

 RICHARD J. STEGEMEIER            Director
---------------------------
(Richard J. Stegemeier)

 SUSAN G. SWENSON                 Director
---------------------------
(Susan G. Swenson)

 DANIEL M. TELLEP                 Director
---------------------------
(Daniel M. Tellep)

 CHANG-LIN TIEN                   Director
---------------------------
(Chang-Lin Tien)

 JOHN A. YOUNG                    Director
---------------------------
(John A. Young)

</TABLE>


                                      19