<PAGE>
March 23, 1994
Securities and Exchange Commission
450 Fifth Street, N.W.
Attention: Filing Desk
Stop 1-4
Washington, D.C. 20549-1004
RE: CORESTATES FINANCIAL CORP
-------------------------
Dear Sir or Madam:
CoreStates Financial Corp is filing through EDGAR a Prospectus Supplement No. 1
to Prospectus dated August 15, 1991 pertaining to the CoreStates Financial Corp
Dividend Reinvestment and Share Purchase Plan (Form S-3 Registration Statement
No. 33-40717). Filing is made pursuant to Rule 424(b)(3).
Pursuant to EDGAR rules, a hard copy of the document is also being sent to the
Securities & Exchange Commission.
Very truly yours,
George W. King
Counsel
GWK:SEC.LTR/jcg
Enclosure
cc: Hard Copy Via Federal Express To:
U.S. SEC Operations Center
Stop 0-7
6432 General Green Way
Alexandria, VA 22312
<PAGE>
Filed under Rule 424(b)(3)
Form S-3 Registration
Statement No. 33-40717
PROSPECTUS SUPPLEMENT
CORESTATES FINANCIAL CORP
DIVIDEND REINVESTMENT AND SHARE PURCHASE PLAN
PROSPECTUS SUPPLEMENT NUMBER 1 TO
PROSPECTUS DATED AUGUST 5, 1991
_______________
This Prospectus Supplement Number 1 relates to the Prospectus dated
August 5, 1991 for the Dividend Reinvestment and Share Purchase Plan (the
"Plan") of CoreStates Financial Corp.
The Plan has been amended, effective with the Investment Date of April 1,
1994, to change the purchase price of CoreStates Common Stock purchased with
automatically reinvested dividends from 97% to 100% of market price (as defined
in the Prospectus), to eliminate the 3% discount from market price for
CoreStates Common Stock purchased with automatically reinvested dividends and to
increase the handling fee for each sale of shares held for a Participant under
the Plan from $5.00 to $10.00. Accordingly, all references in the Prospectus to
the price of CoreStates Common Stock purchased with automatically reinvested
dividends are hereby changed from 97% to 100%, all references in the Prospectus
to a 3% discount from market price for CoreStates Common Stock purchased with
automatically reinvested dividends are eliminated and all references in the
Prospectus to a handling fee for each sale of shares held for a Participant
under the Plan are hereby changed from $5.00 to $10.00. Specifically, the
references on the cover and pages 3, 6, 7, 9 and 10 of the Prospectus are hereby
amended to incorporate these amendments to the Plan.
In all other respects, the Prospectus remains in full force and effect.
____________
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS MARCH 23, 1994.
