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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT 0F 1934
For the Quarterly Period Ended March 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________________ to _______________________.
COMMISSION FILE NUMBER 1-9718
PNC BANK CORP.
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 25-1435979
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE PNC PLAZA
FIFTH AVENUE AND WOOD STREET
PITTSBURGH, PENNSYLVANIA 15265
(Address of principal executive offices)
(Zip Code)
(412) 762-3900
(Registrant's telephone number, including area code)
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
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Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Common Stock ($5 par value): 228,536,110 shares outstanding
at April 30, 1995.
Exhibit Index appears on page 5
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PART I--FINANCIAL INFORMATION
ITEM 1. Financial Statements
The following consolidated financial information of PNC Bank Corp.
and subsidiaries ("Corporation") is incorporated herein by reference
to the 1995 First Quarter Corporate Financial Review ("Financial
Review") which is filed herewith as Exhibit 99. Page references
set forth below are to such Financial Review.
Financial Information Page Reference
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Consolidated Balance Sheet as of March 31, 1995
and December 31, 1994 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
Consolidated Statement of Income for the three months
ended March 31, 1995 and 1994 . . . . . . . . . . . . . . . . . . . . . . . . . 23
Consolidated Statement of Cash Flows for the
three months ended March 31, 1995 and 1994 . . . . . . . . . . . . . . . . . . . 24
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . 25-29
The statistical disclosure under the caption "Average Consolidated
Balance Sheet and Net Interest Analysis" in the Financial Review
at pages 30 and 31 is incorporated herein by reference. Certain
other statistical disclosure is included below in Part I, Item 2,
Management's Discussion and Analysis of Financial Condition and
Results of Operations, as permitted by Guide 3, Statistical
Disclosures by Bank Holding Companies.
ITEM 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The information contained under the caption "Corporate Financial
Review" in the Financial Review at pages 2 through 21 is
incorporated herein by reference.
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PART II--OTHER INFORMATION
ITEM 1. Legal Proceedings
The Corporation's Annual Report on Form 10-K for the year ended
December 31, 1994 includes a description of a purported class
action lawsuit filed against the Corporation and two of its
executive officers, alleging violations of federal securities laws
and common law relating to certain disclosures. On May 2, 1995, the
Corporation filed a motion to dismiss the consolidated complaint.
ITEM 6. Exhibits and Reports on Form 8-K
(a) The exhibits listed on the Exhibit Index on Page 5 of this Form
10-Q are filed herewith.
(b) A Current Report on Form 8-K dated as of April 17, 1995, was
filed pursuant to Item 5 to report the Corporation's
consolidated financial results for the three months ended
March 31, 1995.
(c) A Current Report on Form 8-K was filed on, and
dated as of, January 6, 1995, pursuant to Item 5 to report (i)
certain actions taken by the Corporation to reduce its interest
rate sensitivity; (ii) to announce a charge to earnings related
to the cost of consolidating existing telephone banking centers
and continued rationalization of the branch network; and (iii)
the authorization by the Corporation's Board of Directors to
purchase up to 24 million shares of the Corporation's common
stock over the next two years.
(d) A Current Report on Form 8-K dated as of January
13, 1995, was filed on January 23, 1995, pursuant to Item 5 to
report (i) the Corporation's consolidated financial results for
the three months and twelve months ended December 31, 1994; and
(ii) the completion of the acquisition of Indian River.
(e) A Current Report on Form 8-K dated as of February
28, 1995, was filed on March 14, 1995, pursuant to Item 5 to
report (i) the completion of the acquisition of BlackRock; (ii)
the completion of the acquisition of Brentwood; and (iii) the
entering into a definitive agreement to acquire Chemical Bank
New Jersey.
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SIGNATURES
Pursuant to the requirements 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.
PNC BANK CORP.
(Registrant)
Date: May 15, 1995 By /s/ Robert L. Haunschild
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Robert L. Haunschild
SENIOR VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER
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EXHIBIT INDEX
The following exhibits are filed herewith:
11 Calculation of Primary and Fully Diluted Earnings Per Common Share.
12.1 Computation of Ratio of Earnings to Fixed Charges.
12.2 Computation of Ratio of Earnings to Combined Fixed Charges and
Preferred Stock Dividends.
27 Financial Data Schedule.
99 1995 First Quarter Corporate Financial Review.
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