NATIONAL CITY CORP

election_required = True...low), who: (1) tenders all Shares owned beneficially or of record by the Odd Lot Holder at a price at or below the Purchase Price selected by us (tenders of less than all of the Shares owned by the Odd Lot Holder will not qualify for this preference); and (2) completes the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery. • Second, after the purchase of all of the Shares properly tendered by Odd Lot Holders, subject to the conditional tender provisions described in Section 6, we will purchase all other Shares tendered (including any Shares held in the Harbor ESOP, the Fidelity Federal 401(k) Plan,...

expiry = 2007-02-28...(A) Offer to Purchase for Cash Up to 75,000,000 Shares of its Common Stock at a Purchase Price not greater than $38.75 nor less than $35.00 per Share THE OFFER, WITHDRAWAL RIGHTS AND PRORATION PERIOD WILL EXPIRE AT MIDNIGHT, NEW YORK CITY TIME, ON WEDNESDAY, FEBRUARY 28, 2007, UNLESS THE OFFER IS EXTENDED. National City Corporation, a Delaware corporation (the “Company,” “National City,” “we” or “us”), invites our stockholders to tender up to 75,000,000 shares of our common stock, $4.00 par value per share (the...

listed = True...ance upon exercise of outstanding stock options under our stock option plans. The 75,000,000 Shares that we are offering to purchase pursuant to the Offer represent approximately 12% of our Shares outstanding as of December 31, 2006. The Shares are listed and traded on the NYSE under the symbol “NCC.” On January 24, 2007, the last full trading day before the announcement of the Offer, the last reported sale price of the Shares was $36.76 per Share. Stockholders are urged to obtain current market quotations for the Shares prior to making your decision whether or not to tender pursuant to the Offer. See Section 8...

mechanism = DUTCH...quisitions, operations, strategy and expectations for the future. Based upon this review, the Board has determined that the tender offer is a prudent and an effective way to provide value to our stockholders. See Section 2. Our Board of Directors believes the modified “Dutch Auction” tender offer set forth in this Offer to Purchase represents a mechanism that will provide all stockholders with the opportunity to tender all or a portion of their Shares and, thereby, receive a return of capital if they so elect. Conversely, the Offer also affords stockholders the option not to participate and, thereby, to increase the...

must_tender_all = True...ased? First, we will purchase Shares from all holders of “odd lots” of less than 100 Shares (not including any Shares held in the Harbor ESOP, the Fidelity Federal 401(k) Plan, the Fidelity Federal ESOP, the National City SIP or the Wayne Bancorp 401(k) Plan) who properly tender all of their Shares at or below the Purchase Price selected by us. Second, after purchasing all Shares from the “odd lot” holders, we will purchase Shares from all other stockholders (including participants in the Harbor ESOP, the Fidelity Federal 401(k) Plan, the Fidelity Federal ESOP, the National City SIP and the Wayne Bancorp 401(k) Plan) who properly t...

price = USD 35.0-38.75...re commonly called a modified “Dutch Auction.” This procedure allows you to select the price within a price range specified by us at which you are willing to sell your Shares. The price range for the Offer is $35.00 to $38.75 per Share. We will select the lowest purchase price (the “Purchase Price”) that will allow us to buy 75,000,000 Shares or, if a lesser number of Shares are properly tendered, all Shares that are properly tendered and no...

threshold = 100...(other than any Shares held in the Harbor ESOP, the Fidelity Federal 401(k) Plan, the Fidelity Federal ESOP, the National City SIP or the Wayne Bancorp 401(k) Plan) that are tendered by stockholders at prices at or below the Purchase Price selected by us (an “Odd Lot Holder”) who own beneficially or of record an aggregate of fewer than 100 Shares and so certify in the appropriate place on the Letter of Transmittal and, if applicable, on the Notice of Guaranteed Delivery. To qualify for this preference, an Odd Lot Holder must tender all Shares owned by the Odd Lot Holder in accordance with the procedures described in Section 3. Odd Lots will be accepted for payment before any pror...

txn_type = TENDER_OFFEREX-99.A.1.A 2 l24225aexv99waw1wa.htm EX-99(A)(1)(A) EX-99(A)(1)(A) EXHIBIT (a)(1)(A) Offer to Purchase for Cash Up to 75,000,000 Shares of its Common Stock at a Purchase Price not greater than $38.75 nor less than $35.00 per Share THE OFFER, WITHDRAWAL RIGHTS AND PRORATION PERIOD WILL EXPIRE AT MIDNIGHT, NEW YORK CITY TIME, ON WEDNESDAY, FEBRUARY 28, 2007, UNLESS THE OFFER IS EXTENDED. National City Corporation, a Delaware corporation (th...