<PAGE> 1
Filed pursuant to Rule 424(b)(3)
Registration Statement No. 33-61601
SUPPLEMENT TO PROSPECTUS SUPPLEMENT DATED DECEMBER 7, 1995
$125,000,000
BanPonce Corporation
6 3/4% Subordinated Notes due December 15, 2005
The figures appearing as "Nonperforming assets as a percentage of
period-end loans and loans held-for-sale" contained in the financial
information under the heading "Summary Financial Data" on page S-3 of the
Prospectus Supplement dated December 7, 1995 should read as follows:
<TABLE>
<CAPTION>
At or for the
Nine Months Ended
September 30, Year Ended December 31,
--------------------- -----------------------------------
1995 1994 1994 1993 1992
--------- --------- --------- --------- ----------
(Unaudited)
<S> <C> <C> <C> <C> <C>
Nonperforming assets as a percentage of
period-end loans and loans held-for-sale . . . . . . . . 1.84% 1.57% 1.38% 1.75% 2.52%
</TABLE>
December 11, 1995