Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Clark Ranjana B
   2. Issuer Name and Ticker or Trading Symbol
WACHOVIA CORP NEW [WB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SEVP & Chief Marketing Officer
(Last)
(First)
(Middle)
ONE WACHOVIA CENTER, 301 S. COLLEGE STREET		 3. Date of Earliest Transaction (Month/Day/Year)
12/31/2008
(Street)

CHARLOTTE, NC 28270		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/31/2008   F   3,314 D $ 5.54 56,528 D  
Common Stock 12/31/2008   D   56,528 (1) D $ 0 (2) 0 D  
Common Stock 12/31/2008   D   213.3577 D $ 0 (2) 0 I 401K

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
ESOP (Right to Buy) (3) $ 42.91 12/31/2008   D     5,498 01/22/2000(4) 01/22/2009 Common Stock 5,498 $ 0 (5) 0 D  
ESOP (Right to Buy) (3) $ 32 12/31/2008   D     3,444 01/28/2001(6) 01/28/2010 Common Stock 3,444 $ 0 (5) 0 D  
ESOP (Right to Buy) (7) $ 37.98 12/31/2008   D     35,000 04/16/2003(8) 04/16/2012 Common Stock 35,000 $ 0 (5) 0 D  
ESOP (Right to Buy) (7) $ 37.43 12/31/2008   D     29,687 04/22/2004(9) 04/22/2013 Common Stock 29,687 $ 0 (5) 0 D  
ESOP (Right to Buy) (7) $ 44.65 12/31/2008   D     12,381 04/19/2005(10) 04/19/2014 Common Stock 12,381 $ 0 (5) 0 D  
ESOP (Right to Buy) (7) $ 50.38 12/31/2008   D     11,717 04/18/2006(11) 04/18/2015 Common Stock 11,717 $ 0 (5) 0 D  
ESOP (Right to Buy) (7) $ 56.05 12/31/2008   D     14,240 03/31/2007(12) 03/31/2016 Common Stock 14,240 $ 0 (5) 0 D  
ESOP (Right to Buy) (7) $ 58.36 12/31/2008   D     7,055 02/20/2008(13) 02/28/2017 Common Stock 7,055 $ 0 (5) 0 D  
ESOP (Right to Buy) (14) $ 41 12/31/2008   D     26,072 02/19/2009(15) 02/19/2018 Common Stock 26,072 $ 0 (5) 0 D  
ESOP (Right to Buy) (14) $ 48 12/31/2008   D     30,417 02/19/2009(15) 02/19/2018 Common Stock 30,417 $ 0 (5) 0 D  
ESOP (Right to Buy) (14) $ 33.79 12/31/2008   D     27,375 02/19/2009(15) 02/19/2018 Common Stock 27,375 $ 0 (5) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Clark Ranjana B
ONE WACHOVIA CENTER
301 S. COLLEGE STREET
CHARLOTTE, NC 28270		       SEVP & Chief Marketing Officer  

Signatures

 Ranjana B. Clark   01/04/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 34,219 shares of unvested restricted stock with respect to which provisions exist to allow for the withholding of shares to satisfy tax withholding obligations.
(2) Shares disposed of in the merger between Wachovia Corporation and Wells Fargo & Company pursuant to which each share of Wachovia Corporation common stock was exchanged for .1991 shares of Wells Fargo common stock.
(3) Provisions exist with respect to these shares to allow for the withholding of shares to satisfy tax withholding obligations and the withholding of shares in payment of the exercise price. The exercise of certain options in any one year is limited to $100,000 dollars.
(4) The option becomes exercisable in 20% increments on each of Jan. 22, 2000, 2001, 2002, 2003, and 2004 respectively.
(5) In the merger of Wachovia Corporation and Wells Fargo & Company, each outstanding option to purchase Wachovia Corporation common stock was converted to an option to purchase Wells Fargo stock on substantially the same terms, except that the number of options was adjusted by multiplying the number of Wachovia Corporation options by .1991 and the exercise price was adjusted by dividing the Wachovia Corporation exercise price by .1991.
(6) The option becomes exercisable in 20% increments on each of Jan. 28, 2001, 2002, 2003, 2004 and 2005 respectively.
(7) Provisions exist with respect to these shares to allow for the withholding of shares to satisfy tax withholding obligations and the withholding of shares in payment of the exercise price.
(8) The option vest in 3 equal installments beginning 4/16/2003.
(9) The option becomes exercisable in substantially equal installments on each of the anniversary of the grant date (20%) beginning4/22/2004.
(10) The option becomes exercisable in substantially equal installments on each of the anniversary of the grant date (20%) beginning4/29/2005.
(11) The option becomes exercisable in substantially equal installments on each of the anniversary of the grant date (20%) beginning4/18/20006.
(12) The option becomes exercisable in substantially equal installments on each of the anniversary of the grant date (20%) beginning 3/31/2007.
(13) The option becomes exercisable in substantially equal installments on each of the anniversary of the grant date (20%) beginning 2/20/2008.
(14) Provisions exist with respect to these shares to allow for the withholding of shares to satisfy tax withholding obligations and the withholding of shares in payment of the exercise price.
(15) The option becomes exercisable in substantially equal installments on each of the five anniversaries of the date of grant (20% per year) beginning Feb. 19, 2009.

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