SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
UnionBanCal Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
908906 10 0
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 6 pages
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CUSIP NO. 908906 10 0
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Bank of Tokyo-Mitsubishi, Ltd.
I.R.S. #13-5611741
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Tokyo, Japan
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5. SOLE VOTING POWER
NUMBER OF 44,251,991
SHARES --------------------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 44,251,991
WITH --------------------------------------------------------------
8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
44,251,991
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
[ ]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
80.8%
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12. TYPE OF REPORTING PERSON
CO
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Page 2 of 6 pages
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Item 1(a). Name of Issuer.
UnionBanCal Corporation
Item 1(b). Address of Issuer's Principal Executive Offices.
350 California Street, San Francisco, California 94104
Item 2(a). Name of Person Filing.
The Bank of Tokyo-Mitsubishi, Ltd.
Item 2(b). Address of Principal Business or, if None, Residence
7-1, Marunouchi 2-chome, Chiyoda-ku, Tokyo 100, Japan
Item 2(c). Citizenship.
Japan
Item 2(d). Title of Class of Securities.
Common Stock
Item 2(e). CUSIP Number.
908906 10 0
Item 3. If this statement is filed pursuant to Rules 13d- 1(b), or
13d-2(b), check whether the person filing is a:
(a) Broker or dealer registered under Section 15 of
the Act,
(b) Bank as defined in Section 3(a)(6) of the Act,
(c) Insurance Company as defined in Section 3(a)(19)
of the Act,
(d) Investment Company registered under Section 8 of
the Investment Company Act,
(e) Investment Adviser registered under Section 203
of the Investment Advisers Act of 1940,
(f) Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F),
Page 3 of 6 pages
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(g) Parent Holding Company, in accordance with Rule
13d-1(b)(ii)(G); see Item 7,
(h) Group, in accordance with Rule 13d-1b(1)(ii)(H).
Item 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or as of the last day of any month described in Rule 13d-1(b)(2),
if applicable, exceeds five percent, provide the following information as of
that date and identify those shares which there is a right to acquire.
(a) Amount beneficially owned:
44,251,991
(b) Percent of class:
80.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
44,251,991
(ii) shared power to vote or to direct the vote
0
(iii) sole power to dispose or to direct the disposition of:
44,251,991
(iv) shared power to dispose or to direct the disposition of:
0
Item 5. Ownership of Five Percent or Less of the Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.
Not applicable.
Page 4 of 6 pages
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Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of a Group.
Not applicable.
Item 10. Certification.
Not applicable.
Page 5 of 6 pages
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 6, 1997 THE BANK OF TOKYO-MITSUBISHI, LTD.
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By: /s/ Robert E. Hand
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Name: Robert E. Hand
Title: General Counsel
Page 6 of 6 pages
