<PAGE> 1
OMB APPROVAL
-------------------------
OMB Number: 3235-0145
Expires: October 31, 1994
Estimated average burden
hours per response...14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _______)*
BHC Financial, Inc.
(Name of Issuer)
Common Shares, $.001 Par Value
-------------------------------------
(Title of Class of Securities)
05544W101
-------------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement / X / . (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 the
disclosures provided in a prior cover page.
The information required in 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).
INITIAL FILING
Page 1 of 5 pages
<PAGE> 2
CUSIP NO. 05544W101 13G Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fifth Third Bancorp
31-0854434
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /x/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio corporation
5 SOLE VOTING POWER
NUMBER OF
SHARES 377,677
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 0
PERSON 7 SOLE DISPOSITIVE POWER
WITH
377,677
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
377,677
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
NOT APPLICABLE
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.25%
12 TYPE OF REPORTING PERSON*
HC
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5 pages
<PAGE> 3
BHC Financial, Inc. Page 3 of 5
05544W101
Item 1 (a) Name of Issuer:
BHC Financial, Inc.
Item 1 (b) Address of Issuer's Principal Executive Office:
One Commerce Square
2005 Market Street, 12th Floor
Philadelphia, PA 19103
Item 2 (a) - (c) Names, Addresses & Citizenship of Persons Filing:
Fifth Third Bancorp
38 Fountain Square Plaza
Cincinnati, Ohio 45263
Item 2 (d) Title of Class of Securities:
Common Shares, $.001 par value
Item 2 (e) CUSIP Number:
05544W101
Item 3 Fifth Third Bancorp is filing as a parent holding company in
accordance with Section 240.13 (d-1) (b) (ii) (G) of the
Exchange Act Rules.
Item 4 Ownership:
This report relates to beneficial holdings by Fifth Third
Bancorp, through Fifth Third Investment Company, a 100% owned
subsidiary, of an aggregate of 377,677 outstanding shares of
the Common Stock of BHC Financial, Inc., $.001 par value.
The following tabulations set forth the shares with respect of
which voting rights are held or shared and those shares to
which there is the power of disposal.
(a) Amount Beneficially Owned:
The following are held by Fifth Third Investment Company and are deemed
to be beneficially owned:
<PAGE> 4
BHC Financial, Inc. Page 4 of 5
05544W101
Powers:
No. of Shares
Full voting; full dispositive 377,677
Full voting; shared dispositive 0
Full voting; no dispositive 0
Shared voting; full dispositive 0
Shared voting; shared dispositive 0
Shared voting; no dispositive 0
No voting; full dispositive 0
No voting; shared dispositive 0
(b) Percentage of Class:
Fifth Third Bancorp has aggregate beneficial ownership
of 5.25%.
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote or to Direct
the Vote 377,677
(ii) Shared Power to Vote or to Direct
the Vote 0
(iii) Sole Power to Dispose or to Direct
the Disposition of 377,677
(iv) Shared Power to Dispose or to Direct
the disposition of 0
Item 5 Ownership of Five Percent or Less
of a Class.
Not Applicable
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.
Fifth Third Bancorp, as parent holding company of the subsidiary
listed below, has filed this schedule. The subsidiary is filing in accordance
with Section 240.13 (d-1)(b) (ii) (G) of the Exchange Act Rules.
List of Banking Subsidiaries Federal Tax ID Number Item 3 Classification
---------------------------- --------------------- --------------------
Fifth Third 31-1285183 IV
Investment Company
<PAGE> 5
BHC Financial, Inc. Page 5 of 5
05544W101
Items 8-9 Not Applicable
Item 10 Certification
By signing below the undersigned certifies that, to the best of his
knowledge and belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of and do not
have the effect of changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a participant in any
transaction having such purposes or effect.
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.
February 14, 1995
- -----------------
Date
THE FIFTH THIRD BANCORP
By: Neal E. Arnold
----------------------
Name: Neal E. Arnold
------------------
Title: Treasurer
