<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 1994
Commission file number 0-6879
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
INDEPENDENCE SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive officer:
CORESTATES FINANCIAL CORP
Broad and Chestnut Streets
Philadelphia, PA 19107
<PAGE>
REQUIRED INFORMATION
The following financial statements and exhibits are filed as part of this
report:
(a) Item 4 Financial Statements
Report of Independent Auditors
Statement of Net Assets Available
for Plan Benefits, with Fund Information,
December 31, 1994
Statement of Net Assets Available for
Plan Benefits, with Fund Information,
December 31, 1993
Statement of Changes in Net Assets
Available for Plan Benefits, with Fund
Information, Year ended December 31, 1994
Statement of Changes in Net Assets
Available for Plan Benefits, with Fund
Information, Year ended December 31, 1993
Notes to Financial Statements
Supplemental Schedules
(b) EXHIBIT INDEX
(c) Exhibit - Consent of Independent Auditors
SIGNATURE
Financial statement schedules not included with this report have been omitted
because they are not applicable or the required information is shown in the
financial statements or notes thereto.
<PAGE>
Financial Statements
and Supplemental Schedules
Independence Savings Plan
Years ended December 31, 1994 and 1993
with Report of Independent Auditors
<PAGE>
Independence Savings Plan
Financial Statements
and Supplemental Schedules
Years ended December 31, 1994 and 1993
Contents
<TABLE>
<CAPTION>
<S> <C>
Report of Independent Auditors................................... 1
Audited Financial Statements
Statement of Net Assets Available for Plan Benefits,
with Fund Information, December 31, 1994........................ 3
Statement of Net Assets Available for Plan Benefits,
with Fund Information, December 31, 1993........................ 4
Statement of Changes in Net Assets Available for Plan Benefits,
with Fund Information, Year ended December 31, 1994............. 5
Statement of Changes in Net Assets Available for Plan Benefits,
with Fund Information, Year ended December 31, 1993............. 6
Notes to Financial Statements.................................... 7
Supplemental Schedules
Assets Held for Investment Purposes.............................. 13
Schedule of Reportable Transactions.............................. 14
</TABLE>
<PAGE>
Report of Independent Auditors
The Board of Directors
CoreStates Financial Corp
We have audited the accompanying statement of net assets available for plan
benefits of the Independence Savings Plan as of December 31, 1994, and the
related statement of changes in net assets available for plan benefits for the
year then ended. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audit. The financial statements of the Independence
Savings Plan as of and for the year ended December 31, 1993 were audited by
other auditors whose report dated May 1, 1994, except for Note 5, which
discussed the 1994 merger of Independence Bancorp, Inc. with CoreStates
Financial Corp, as to which the date is June 27, 1994, expressed an unqualified
opinion on those statements.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 1994 and the changes in its net assets available for plan
benefits for the year then ended, in conformity with generally accepted
accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of assets held for investment purposes and reportable transactions as of and for
the year ended December 31, 1994, are presented for purposes of complying with
the Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974, and are not a
required part of the basic financial statements. The Fund Information in the
Statement of Net Assets Available for Plan
1
<PAGE>
Benefits and the Statement of Changes in Net Assets Available for Plan Benefits
is presented for purposes of additional analysis rather than to present the net
assets available for plan benefits and changes in net assets available for plan
benefits for each fund. The supplemental schedules and Fund Information have
been subjected to the auditing procedures applied in our audit of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
Ernst & Young LLP
May 26, 1995
2
<PAGE>
Independence Savings Plan
Statement of Net Assets Available for Plan Benefits, with Fund Information
December 31, 1994
<TABLE>
<CAPTION>
Fund Information
------------------------------------------------------
Interest Common IBI
Bond Only Stock Stock
Total Fund Fund Fund Fund
--------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Assets
Investments, at fair value (cost:
$10,712,318):
Lehigh Valley Bank Money Market
Trust Fund $ 4,335,211 $ 26,690 $4,257,759 $ -- $ 50,762
Lehigh Valley Bank Employee Benefit
Fixed Income Trust Fund 2,880,411 2,880,411
Lehigh Valley Bank Employee Benefit
Common Stock Trust Fund 2,996,266 2,996,266
CoreStates Financial Corp common
stock 3,164,070 3,164,070
--------------------------------------------------------------------
Total investments 13,375,958 2,907,101 4,257,759 2,996,266 3,214,832
Cash (17,496) (17,496)
Accrued interest and dividends 60,935 121 19,202 11 41,601
--------------------------------------------------------------------
Net assets available for plan benefits $13,419,397 $2,907,222 $4,276,961 $2,978,781 $3,256,433
====================================================================
</TABLE>
See accompanying notes.
3
<PAGE>
Independence Savings Plan
Statement of Net Assets Available for Plan Benefits, with Fund Information
(continued)
December 31, 1993
<TABLE>
<CAPTION>
Fund Information
-------------------------------------------------------
Interest Common IBI
Bond Only Stock Stock
Total Fund Fund Fund Fund
------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Assets
Investments, at fair value (cost:
$11,245,345):
Lehigh Valley Bank Money Market
Trust Fund $ 5,094,616 $ 151,201 $4,674,535 $ 135,689 $ 133,191
Lehigh Valley Bank Employee Benefit
Fixed Income Trust Fund 3,392,078 3,392,078
Lehigh Valley Bank Employee Benefit
Common Stock Trust Fund 2,889,906 2,889,906
Independence Bancorp,Inc. common stock 2,798,593 2,798,593
------------------------------------------------------------------
Total investments 14,175,193 3,543,279 4,674,535 3,025,595 2,931,784
Contributions receivable 118,808 27,873 39,117 30,038 21,780
Accrued interest 12,549 350 11,588 302 309
Interfund (payable) receivable, net -- (56,397) (206,431) (34,279) 297,107
Receivable from securities sold 28,066 28,066
------------------------------------------------------------------
Total assets 14,334,616 3,515,105 4,518,809 3,049,722 3,250,980
Liabilities
Benefits payable 249,617 41,263 103,241 43,615 61,498
------------------------------------------------------------------
Total liabilities 249,617 41,263 103,241 43,615 61,498
------------------------------------------------------------------
Net assets available for plan benefits $14,084,999 $3,473,842 $4,415,568 $3,006,107 $3,189,482
==================================================================
</TABLE>
See accompanying notes.
4
<PAGE>
Independence Savings Plan
Statement of Changes in Net Assets Available for Plan Benefits, with Fund
Information
Year ended December 31, 1994
<TABLE>
<CAPTION>
Fund Information
--------------------------------------------------------
Interest Common IBI
Bond Only Stock Stock
Total Fund Fund Fund Fund
----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Contributions:
Employer $ 544,928 $ 127,066 $ 183,197 $ 154,372 $ 80,293
Employee 858,430 195,693 284,926 249,030 128,781
----------------------------------------------------------------------
Total contributions 1,403,358 322,759 468,123 403,402 209,074
Investment income:
Net realized and unrealized
appreciation (depreciation) 93,304 (108,506) 60,814 140,996
Interest 194,044 3,922 180,102 4,248 5,772
Dividend income 153,639 153,639
----------------------------------------------------------------------
Total investment income 440,987 (104,584) 180,102 65,062 300,407
Participants' withdrawals (2,485,650) (444,148) (1,143,353) (430,442) (467,707)
Participants' interfund transfers -- (336,364) 363,989 (58,995) 31,370
Forfeitures (24,297) (4,283) (7,468) (6,353) (6,193)
----------------------------------------------------------------------
Increase (decrease) in net assets
available for plan benefits
during the year (665,602) (566,620) (138,607) (27,326) 66,951
Net assets available for plan benefits
at beginning of year 14,084,999 3,473,842 4,415,568 3,006,107 3,189,482
----------------------------------------------------------------------
Net assets available for plan benefits
at end of year $13,419,397 $2,907,222 $ 4,276,961 $2,978,781 $3,256,433
======================================================================
</TABLE>
See accompanying notes.
5
<PAGE>
Independence Savings Plan
Statement of Changes in Net Assets Available for Plan Benefits, with Fund
Information (continued)
Year ended December 31, 1993
<TABLE>
<CAPTION>
Fund Information
--------------------------------------------------------
Interest Common IBI
Bond Only Stock Stock
Total Fund Fund Fund Fund
----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Contributions:
Employer $ 839,069 $ 191,062 $ 287,226 $ 213,663 $ 147,118
Employee 1,269,233 290,594 423,606 329,886 225,147
----------------------------------------------------------------------
Total contributions 2,108,302 481,656 710,832 543,549 372,265
Investment income:
Net realized and unrealized
appreciation 1,072,185 242,516 168,906 660,763
Interest 148,793 2,562 142,473 2,520 1,238
Dividend income 85,479 85,479
----------------------------------------------------------------------
Total investment income 1,306,457 245,078 142,473 171,426 747,480
Participants' withdrawals (1,562,851) (229,482) (785,553) (290,250) (257,566)
Participants' interfund transfers -- (18,215) (450,538) 95,454 373,299
Forfeitures (26,434) (4,350) (8,791) (7,632) (5,661)
----------------------------------------------------------------------
Increase (decrease) in net assets
available for plan benefits
during the year 1,825,474 474,687 (391,577) 512,547 1,229,817
Net assets available for plan benefits
at beginning of year 12,259,525 2,999,155 4,807,145 2,493,560 1,959,665
----------------------------------------------------------------------
Net assets available for plan benefits
at end of year $14,084,999 $3,473,842 $4,415,568 $3,006,107 $3,189,482
======================================================================
</TABLE>
See accompanying notes.
6
<PAGE>
Independence Savings Plan
Notes to Financial Statements
December 31, 1994
1. General
The Plan is a defined contribution plan under Section 401(k) of the Internal
Revenue Code. All employees of the Company and its subsidiaries who completed
one year of service and are age 21 or older are eligible to enroll in the Plan.
The last enrollment date for this Plan was on July 1, 1994. Subsequently, the
Plan was merged into the CoreStates Savings Plan as a consequence of the
acquisition of Independence Bancorp, Inc. (the "Company" or "IBI") by CoreStates
Financial Corp ("CoreStates"). Under the terms of the agreement, 90,130 shares
of IBI was exchanged for 135,195 shares of CoreStates common stock.
Participants who became regular (full time) employees of CoreStates were given
the option of withdrawing their contributions and related vested amounts or
rolling their balances into the CoreStates Savings Plan, and were given credit
for all prior service with the Company for purposes of eligibility and vesting.
The plan assets will be transferred to the CoreStates Savings Plan in 1995.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974 (ERISA).
2. Significant Accounting Policies
Basis of Investments
Investments are stated at fair value (Note 5). Cost of investments sold is
determined on an average historical cost basis.
Income Tax Status
Management believes that the Plan as amended and restated is exempt from federal
income taxes. However, a letter of determination as to the tax status of the
Plan as amended has not yet been received.
7
<PAGE>
Independence Savings Plan
Notes to Financial Statements (continued)
2. Significant Accounting Policies (continued)
Reclassification
Certain amounts from the prior period have been reclassified to conform with the
current period's presentation.
3. Description of the Plan
The following description of the Plan provides only general information.
Participants should refer to the plan agreement for a more complete description
of the Plan's provisions.
Contributions
A participant could elect to enter into a salary reduction agreement which
authorized the Company to reduce the participant's salary equal to any whole
percentage up to 8% of compensation. The reduction was contributed, on behalf of
the participant, by the Company to the participant's salary reduction account.
In accordance with Plan provisions, the Company matched the salary reduction
contribution dollar for dollar up to the first 3% of the contribution. This
contribution was made to the participant's matching contribution account.
Matching contributions were made only if the Company had current or accumulated
earnings before federal and state taxes and contributions to qualified plans.
The Plan also permitted participants to make after-tax voluntary contributions,
provided the amount contributed was not more than 10% of the participant's
compensation in any year. This contribution was made to the participant's
voluntary contribution account.
The three participant accounts are separated only for accounting purposes. All
three accounts are combined and invested as one account in the Plan.
Vesting
Employee contributions and income thereon were fully vested at all times. The
Company's matching contributions were vested at a rate of 20% per annum, until
fully vested after five years. Participants are 100% vested on their matching
contributions upon the occurrence of any of the following events:
8
<PAGE>
Independence Savings Plan
Notes to Financial Statements (continued)
3. Description of the Plan (continued)
Vesting (continued)
. death or disability,
. attainment of normal retirement age, or
. attainment of age and service requirements for early retirement.
Forfeitures
Forfeitures of nonvested matching contributions are used to reduce employer
contributions.
Withdrawals
Participants may withdraw funds from their salary reduction account in cases of
hardship. The hardship withdrawal is subject to the consent of the Plan
administrator. Employee after-tax contributions can be withdrawn at any time.
The Plan permits the vested company matching contributions and employee pretax
contributions to be withdrawn on account of hardship in accordance with IRS
regulations, but vested company matching contributions may be withdrawn only
after employee after-tax contributions have been completely withdrawn. Employee
and employer contributions are suspended for 12 months after a hardship
withdrawal.
Payment of Benefits
If the participant is married, benefits are normally paid in the form of a
qualified joint and survivor annuity unless an optional form of payment is
selected. If the participant is not married, or the joint and survivor annuity
is waived, the participant may elect to receive the account balance (a) in a
lump sum, (b) in payments in annual or more frequent installments over a period
not exceeding 10 years, or (c) in payments over a period not exceeding the life
expectancy of the participant or their designated beneficiary.
Upon termination of employment before death, disability, or retirement, a
participant may elect to receive benefit payments within sixty days after the
end of the Plan year in which employment was terminated. If the participant's
vested account balance is less than $3,500, the Company will distribute the
account in a lump sum.
9
<PAGE>
Independence Savings Plan
Notes to Financial Statements (continued)
3. Description of the Plan (continued)
Payment of Benefits (continued)
At December 31, 1994, benefit payments totaling $2,071,000 are payable to
participants. Distributions will be made from the CoreStates Savings Plan
subsequent to the transfer of assets in 1995.
Participant Accounts
Each participant's account was credited with the participant's salary reduction,
matching, and voluntary contributions and an allocation of investment fund
earnings. The earnings of each investment fund were allocated to the
participant's account based on the proportional value of their account in each
fund to which the earnings related. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's vested
accounts.
Expenses
The Company pays all administrative expenses of the Plan. Any expenses directly
related to the transactions of an investment fund are paid from that investment
fund.
4. Investment Programs
Under the Plan Trust Agreement, Lehigh Valley Bank, a subsidiary of the Company,
serves as Trustee of the Plan. Lehigh Valley Bank administers the Plan assets,
together with the income therefrom, and makes disbursements to participants as
instructed by the Plan administrator. The Plan made four investment vehicles
available to participants as follows:
. A bond fund investing in corporate bonds, government securities,
debentures, certificates of deposit in banks and savings and loans, money
market funds, and any other registered evidence of indebtedness;
. An interest only fund investing in certificates of deposit of banks and
savings and loans, money market funds, and short-term U.S. Treasury
obligations;
. A common stock fund investing in common stock and temporary interest-
bearing investments at the discretion of the Trustee; and
10
<PAGE>
Independence Savings Plan
Notes to Financial Statements (continued)
4. Investment Programs (continued)
. An IBI stock fund investing solely in Independence Bancorp, Inc. stock,
which was exchanged for CoreStates common stock effective July 1, 1994, and
temporary interest-bearing investments. Effective July 1, 1994, federal
regulations prohibited the purchase of CoreStates stock through the IBI
Stock Fund and only three funds were available for participant allocations.
Participants could direct the trustee to invest their account balances or any
new contributions in increments of 10% among the four investment funds.
5. Investments
The Plan's investments are held by bank-administered trust funds. Investments
that represent 5 percent of the Plan's net assets are separately identified in
the Statement of Net Assets Available for Plan Benefits. During 1994 and 1993,
the Plan's investments (including investments bought, sold, as well as held
during the year) appreciated in fair value by $93,304 and $1,072,185 as follows:
<TABLE>
<CAPTION>
Net Appreciation
(Depreciation) in
Fair Value Fair Value at
During the Year End of Year
-----------------------------------
<S> <C> <C>
Year ended December 31, 1994:
Fair value as determined by quoted
market price:
Trust funds $ (47,692) $10,211,888
Common stock:
Employer company 140,996 3,164,070
-----------------------------------
$ 93,304 $13,375,958
===================================
Year ended December 31, 1993:
Fair value as determined by quoted
market price:
Trust funds $ 411,422 $11,376,600
Common stock:
Employer company 660,763 2,798,593
-----------------------------------
$1,072,185 $14,175,193
===================================
</TABLE>
11
<PAGE>
Independence Savings Plan
Notes to Financial Statements (continued)
5. Investments (continued)
Fair values were determined: (1) for CoreStates Financial Corp common stock on
the basis of the reported bid price in the over-the-counter securities market as
reported by NASDAQ; (2) short-term liquid assets are valued at amortized cost
which approximates fair value; and (3) Lehigh Valley Bank trust funds are valued
at net asset value at the close of business on December 31, 1994.
12
<PAGE>
Independence Savings Plan
Assets Held for Investment Purposes
December 31, 1994
<TABLE>
<CAPTION>
Shares Average Fair
Description or Units Cost Value
- --------------------------------------------------------------------------
<S> <C> <C> <C>
Lehigh Valley Bank* Money Market 4,335,211 $ 4,335,211 $ 4,335,211
Lehigh Valley Bank* Employee
Benefit Fixed Income Trust Fund 77,131 2,083,841 2,880,411
Lehigh Valley Bank* Employee
Benefit Common Stock Trust Fund 34,035 2,238,946 2,996,266
CoreStates Financial Corp* common
stock 121,695 2,054,320 3,164,070
--------------------------
Total investments $10,712,318 $13,375,958
==========================
</TABLE>
*--Indicates a party-in-interest to the Plan.
13
<PAGE>
Independence Savings Plan
Schedule of Reportable Transactions
Year ended December 31, 1994
<TABLE>
<CAPTION>
Identity of Description Purchase Selling Gain
Parties Involved of Assets Price Price (Loss)
- -------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Category I--A single transaction in excess of 5% of plan assets
- ---------------------------------------------------------------
Lehigh Valley Bank Money Purchased
Market 1,038,090 units
on November 23, $1,038,090
1994
Lehigh Valley Bank Money Sold 894,150
Market units
on November 28, $ 894,150 $ --
1994
Lehigh Valley Bank Money Sold 992,503
Market units
on April 13, 992,503 --
1994
Lehigh Valley Bank Money Purchased
Market 992,500 units
on April 14, 992,500
1994
Lehigh Valley Bank Money Sold 757,995
Market units
on May 6, 1994 757,995 --
Lehigh Valley Bank Money Sold 1,000,000
Market units
on May 9, 1994 1,000,000 --
Lehigh Valley Bank Money Purchased
Market 1,000,000 units
on May 10, 1994 1,000,000
Lehigh Valley Bank Money Purchased
Market 1,000,000 units
on July 1, 1994 1,000,000
</TABLE>
14
<PAGE>
Independence Savings Plan
Schedule of Reportable Transactions (continued)
Year ended December 31, 1994
<TABLE>
<CAPTION>
Identity of Description Purchase Selling Gain
Parties Involved of Assets Price Price (Loss)
- -------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Category I--A single transaction in excess of 5% of plan assets (continued)
- ---------------------------------------------------------------
Lehigh Valley Bank Money Purchased
Market 998,415 units
on July 29, 1994 $ 998,415
Lehigh Valley Bank Money Sold 1,487,220
Market units
on August 22, $1,487,220 $ --
1994
Lehigh Valley Bank Money Purchased
Market 1,123,375 units
on September 1,123,375
23, 1994
Lehigh Valley Bank Money Purchased
Market 1,500,000 units
on October 28, 1,500,000
1994
Goldman Sachs Treasury Sold 992,500
Instruments units
Portfolio on April 13, 992,500 --
1994
U.S. Treasury bills Purchased
1,000,000 units
on April 13,
1994 with
interest rate of
3.0%; matures 992,503
June 30, 1994
U.S. Treasury bills Purchased
1,000,000 units
on May 4,
1994 with
interest rate of
3.85%; matures 991,008
July 28, 1994
U.S. Treasury bills Maturity of
1,000,000 units
on
June 30, 1994 1,000,000
</TABLE>
15
<PAGE>
Independence Savings Plan
Schedule of Reportable Transactions (continued)
Year ended December 31, 1994
<TABLE>
<CAPTION>
Identity of Description Purchase Selling Gain
Parties Involved of Assets Price Price (Loss)
- -------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Category I--A single transaction in excess of 5% of plan assets (continued)
- ---------------------------------------------------------------
U.S. Treasury bills Purchase of
1,000,000 units
on July 11,
1994 with
interest rate
of 3.35%;
matures $ 991,618
September 22,
1994
U.S. Treasury bills Maturity of
1,000,000 units
on
July 28, 1994 $1,000,000 $ --
U.S. Treasury bills Purchase of
1,500,000 units
on
August 18, 1994
with interest
rate
of 3.41%; 1,487,220
matures October
27, 1994
U.S. Treasury bills Maturity of
1,000,000 units
on
September 22, 1,000,000 --
1994
U.S. Treasury bills Maturity of
1,500,000 units
on
October 27, 1994 1,500,000 --
Independence Bancorp, Inc. Exchange of
common stock 90,130 shares
for 135,195
shares of
CoreStates
Financial Corp
common stock on
July 7, 1994
Category II--A series of transactions (other than security transactions)
- ------------------------------------------------------------------------
with the same person aggregating in excess of 5% of plan assets
---------------------------------------------------------------
NONE
</TABLE>
16
<PAGE>
Independence Savings Plan
Schedule of Reportable Transactions (continued)
Year ended December 31, 1994
<TABLE>
<CAPTION>
Identity of Description Purchase Selling Gain
Parties Involved of Assets Price Price (Loss)
- --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Category III--A series of transactions in a security issue aggregating
- ----------------------------------------------------------------------
in excess of 5% of plan assets
- -------------------------------
Lehigh Valley Bank Money Market Purchased 13,175,015 units in 136
transactions; sold 12,368,415
units in 92 transactions $13,175,015 $12,368,415 $ --
Goldman Sachs Treasury Instruments Sold 1,563,080 units in 14 transactions
Portfolio 1,563,080 --
U.S. Treasury bills Purchased 4,500,000 units in 4
transactions; sold 4,500,000
units in 4 transactions 4,462,344 4,500,000 --
Independence Bancorp, Inc. Exchange of 90,130 shares for 135,195
common stock shares of CoreStates Financial Corp
common stock on July 7, 1994
Category IV--Any single or series of transactions with a person involving
- -------------------------------------------------------------------------
securities in excess of 5% of plan assets
-----------------------------------------
NONE
</TABLE>
17
<PAGE>
EXHIBIT INDEX
Consent of Independent Auditors
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-31049) pertaining to the Independence Savings Plan of
CoreStates Financial Corporation of our report date May 26, 1995, with respect
to the financial statements and schedules of the Independence Savings Plan
included in this Annual Report (Form 11-K) for the year ended December 31,
1994.
Ernst & Young LLP
Philadelphia, Pennsylvania
June 26, 1995
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the plan administrator has duly accused this annual report to be signed
on its behalf by the undersigned hereunto duly authorized.
INDEPENDENCE SAVINGS PLAN
Date: 27 June, 1995 By: /s/ S. W. Holt
--------- --------------------------------
S. W. Holt
for the CoreStates
Benefit Plans Committee,
Successor as of 6/27/94 to
Independence Bancorp, Inc.
as Plan Administrator