<PAGE> 1
Filed Pursuant to Rule 424(b)(3)
Registration No. 033-61601
PRICING SUPPLEMENT, DATED AUGUST 21, 1997
TO PROSPECTUS SUPPLEMENT DATED MAY 23, 1997
TO PROSPECTUS DATED MAY 22, 1997
Popular, Inc.
Medium-Term Notes, Series 3
Due From Nine Months to 30 Years From Date of Issue
<TABLE>
<CAPTION>
<S> <C>
PRINCIPAL AMOUNT....................................$100,000,000.00
ORIGINAL ISSUE DATE................................. August 25, 1997
MATURITY DATE....................................... August 25, 2000
GLOBAL SECURITY..................................... Yes
INTEREST RATE PER ANNUM............................. 6.40%
INTEREST RATE BASIS................................. Fixed
INTEREST PAYMENT DATES.............................. June 15 and December 15 of each year and at
Maturity, commencing on December 15, 1997.
CUSIP NUMBER........................................ 73317PAB5
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<TABLE>
<CAPTION>
Price to Underwriting Proceeds
Public (1) Discount(2) to Company(1)(3)
--------------- ---------------- ------------------
<S> <C> <C> <C>
Per Note....................... 100% .35% 99.65%
Total.......................... $100,000,000.00 $350,000.00 $99,650,000.00
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(1) Plus accrued interest from August 25, 1997 if any.
(2) The Company has agreed to indemnify the Underwriters against certain
liabilities, including liabilities under the Securities Act of 1933.
(3) Before deducting other expenses payable by the Company estimated to be
$100,000.
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The Notes offered hereby are offered by the several Underwriters, as specified
herein, subject to receipt and acceptance by them and subject to their right to
reject any order in whole or in part. It is expected that the Notes will be
ready for delivery in New York, on or about August 25, 1997, against payment
therefor in immediately available funds.
Credit Suisse First Boston Merrill Lynch & Co. Chase Securities, Inc.
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USE OF PROCEEDS
The proceeds from the issuance of the Note to which this Pricing Supplement
relates will be used to finance Popular, Inc. subsidiaries and for the
repayment of outstanding borrowings.
UNDERWRITING
Subject to the terms and conditions set forth in a terms agreement (the "Terms
Agreement") among Popular, Inc., (the Company) Credit Suisse First Boston
Corporation, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Chase
Securities, Inc. (the "Underwriters"), the Company has agreed to sell to the
Underwriters, and the Underwriters have severally agreed to purchase, the
respective principal amount of Notes set forth after their names below. The
Terms Agreement provides that the obligations of the Underwriters are subject
to certain conditions precedent and that the Underwriters will be obligated to
purchase all of the Notes if any are purchased.
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<CAPTION>
Underwriter Principal Amount
----------- ----------------
<S> <C>
Credit Suisse First Boston Corporation .................................. $ 33,400,000
Merrill Lynch, Pierce, Fenner & Smith Incorporated ...................... $ 33,300,000
Chase Securities, Inc. .................................................. $ 33,300,000
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Total ............................................................. $100,000,000
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The Underwriters have advised the Company that they propose initially to offer
the Notes to the public at the public offering price set forth on the cover page
of this Pricing Supplement, and to certain dealers at such price less a
concession not in excess of .21% of the principal amount. The Underwriters may
allow, and such dealers may reallow, a discount not in excess of .1% of the
principal amount of the Notes to certain other dealers. After the initial
public offering, the public offering price, concession and discount may be
changed.
The Company has agreed to indemnify the several Underwriters against certain
liablilities, including liabilities under the Securities Act of 1933.
The Underwriters and certain of their affiliates and associates are customers
of, including borrowers from, engaged in transactions with, and/or perform
services for, the Company and its subsidiaries, in the ordinary course of
business. Also, in the ordinary course of their respective businesses,
affiliates of the Underwriters engage, and may in the future engage, in
commercial banking and investment banking transactins with the Company and its
subsidiaries. Credit Suisse First Boston Corporation and Merrill Lynch & Co.
have performed investment banking services for the Company in the last four
years and have received fees in connection therewith. Chase Securities, Inc.
was named selling agent effective May 22, 1997.
