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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT 0F 1934
For the quarterly period ended September 30, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________________ to _______________________
COMMISSION FILE NUMBER 1-9718
PNC BANK CORP.
(Exact name of registrant as specified in its charter)
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<S> <C>
PENNSYLVANIA 25-1435979
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
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ONE PNC PLAZA
FIFTH AVENUE AND WOOD STREET
PITTSBURGH, PENNSYLVANIA 15265
(Address of principal executive offices)
(Zip Code)
(412) 762-1553
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
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Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of the latest practical date.
Common Stock ($5 par value): 229,224,530 shares outstanding at October 31, 1995.
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This Amendment No. 1 to Form 10-Q for the quarterly period ended September 30,
1995, of PNC Bank Corp. (the "Corporation") is being filed to incorporate by
reference unaudited consolidated interim financial statements of Midlantic
Corporation ("Midlantic") from its Form 10-Q for the quarterly period ended
September 30, 1995.
Accordingly, "Item 5. Other Information" under "Part II - Other Information" is
hereby amended in its entirety to read as follows:
ITEM 5. OTHER INFORMATION
As previously reported, on July 10, 1995, the Corporation
entered into a definitive merger agreement with Midlantic, a
regional bank holding company headquartered in Edison, New Jersey.
The agreement, provides, among other things, for (i) the merger (the
"Merger") of Midlantic with and into a wholly-owned subsidiary of
the Corporation and (ii) the exchange of each outstanding share of
Midlantic common stock for 2.05 shares of the Corporation's common
stock. The Corporation has received all required regulatory approvals
for the Merger, which is targeted to be completed by year-end 1995,
pending approval by shareholders of both companies.
Unaudited consolidated interim financial statements of Midlantic as
of September 30, 1995 and for the three months and nine months
ended September 30, 1995 and 1994 are incorporated herein by
reference to Midlantic's Form 10-Q for the quarterly period ended
September 30, 1995 (File No. 0-15870).
Pro forma consolidated financial information, which gives effect
to the proposed Merger of Midlantic with and into a wholly-owned
subsidiary of the Corporation, was previously filed as Exhibit 99.2
and is incorporated herein by reference.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PNC BANK CORP.
(Registrant)
Date: November 13, 1995 By /s/ Robert L. Haunschild
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Robert L. Haunschild
Senior Vice President and
Chief Financial Officer
