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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20540
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SCHEDULE 13G
CURRENT REPORT
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Pennsylvania Commerce Bancorp, Inc.
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(Name of Issuer)
Voting Common Stock
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(Title of Class of Securities)
708677 109
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(CUSIP Number)
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CUSIP No. 708677 109
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Vernon W. Hill, II
2. Check the appropriate box if a Member of a Group (See Instructions).
N/A
3. SEC Use Only._____________________________________________
4. Citizenship or place of organization
United States
Number of Shares Beneficially Owned By Each Reporting Person With:
5. Sole Voting Power 54,589 (1)
6. Shared Voting Power 174,084(2)
7. Sole Dispositive Power 54,589 (1)
8. Shared Dispositive Power 174,084 (2)
9. Aggregate Amount Beneficially Owned by Each Reporting Person
228,673
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
N/A
11. Percent of Class Represented by Amount in Row (9) 14.6%
12. Type of Reporting Person (See Instructions) IN
(1) Includes 9,917 shares which may be acquired upon exercise of currently
exerciseable options and 2,200 shares held in street name.
(2) Includes 143,700 shares beneficially owned by Commerce Bancorp, Inc. of
which Mr. Hill is Chairman of the Board, President and CEO. Also includes 10,128
shares held by JR Properties, a partnership in which Mr. Hill is one of two
partners, 10,128 shares owned by S.J. Dining, a corporation in which Mr. Hill is
one of two shareholders, 7,878 shares owned by Interarch, a corporation owned by
Mr. Hill's wife and 2,250 shares owned by Mr. Hill's wife, Shirley Hill. Does
not include 112,567 shares (adjusted to for stock splits and dividends) of the
Issuers common stock which Commerce Bancorp, Inc. is entitled to purchase in the
event of a "change in control" (as defined in the warrant agreement) of the
issue. Such warrants are fully transferrable and expire on October 7, 2008.
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Item 1.
(a) Name of Issuer - Pennsylvania Commerce Bancorp, Inc.
(b) Address of Issuer's Principal Executive Offices - 100 Senate Avenue
Camp Hill, PA 17011
Item 2.
(a) Name of Person Filing - Vernon W. Hill, II
(b) Address of Principal Business Office - c/o Commerce Bancorp
1701 Route 70 East
Cherry Hill, NJ 08034-5000
(c) Citizenship - United States
(d) Title of Class of Securities - Common Stock $1.00 par value
(e) CUSIP Number - 708677 109
Item 3. N/A
Item 4. Ownership - See Numbers 5, 6. 7, 8 and 9 above
Item 5. Ownership of Five Percent or Less of a Class - N/A
Item 6. Ownership of More than Five Percent on Behalf of Another Person - N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security being Reported on By the Parent Holding Company - N/A
Item 8. Identification and Classification of Members of the Group - N/A
Item 9. Notice of Dissolution of Group - N/A
Item 10. Certification - N/A
(a) By signing below, I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
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.
2/10/00
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Date
/s/ Vernon W. Hill, II
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Signature
