UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 11)
FIRST FIDELITY BANCORPORATION
(Name of Issuer)
COMMON STOCK
$1.00 PAR VALUE
(Title of Class of Securities)
32019510
(CUSIP Number)
BANCO SANTANDER,
SOCIEDAD ANONIMA
(formerly BANCO DE SANTANDER
SOCIEDAD ANONIMA DE CREDITO)
(Name of Persons Filing Statement)
GONZALO DE LAS HERAS
BANCO SANTANDER, S.A.
45 East 53rd Street
New York, NY 10022
Tel. No.: (212) 350-3444
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
April 21, 1995
(Date of Event which Requires Filing of
this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule 13D,
and is filing this statement because of Rule 13d-1(b)(3) or (4), check the
following: [ ].
Check the following box if a fee is being paid with this
statement: [ ].
SCHEDULE 13D
______________________________ ________________________________
| | | |
|CUSIP No. 32019510 | | Page 2 of 6 Pages |
|____________________________| |______________________________|
___________________________________________________________________________
| 1 | NAME OF REPORTING PERSON |
| | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON |
| | BANCO SANTANDER, S.A. |
| | (formerly BANCO DE SANTANDER, S.A. DE C.) |
|____|____________________________________________________________________|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
| | _ |
| | (a) |_| |
| | _ |
| | (b) |X| |
| | |
|____|____________________________________________________________________|
| 3 | SEC USE ONLY |
| | |
|____|____________________________________________________________________|
| 4 | SOURCE OF FUNDS* |
| | WC |
|____|____________________________________________________________________|
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED _ |
| | PURSUANT TO ITEMS 2(d) or 2(E) |_| |
| | |
|____|____________________________________________________________________|
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION |
| | Kingdom of Spain |
|____|____________________________________________________________________|
| | 7 | SOLE VOTING POWER |
| | | 23,315,893 |
| NUMBER OF |____|_______________________________________________|
| SHARES | 8 | SHARED VOTING POWER |
| BENEFICIALLY | | 0 |
| OWNED BY |____|_______________________________________________|
| EACH | 9 | SOLE DISPOSITIVE POWER |
| REPORTING | | 23,315,893 |
| PERSON |____|_______________________________________________|
| WITH | 10 | SHARED DISPOSITIVE POWER |
| | | 0 |
|____________________|____|_______________________________________________|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | 23,315,893 |
|____|____________________________________________________________________|
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES _ |
| | CERTAIN SHARES* | | |
|____|____________________________________________________________________|
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
| | 29.56%** |
|____|____________________________________________________________________|
| 14 | TYPE OF REPORTING PERSON* |
| | CO |
|____|____________________________________________________________________|
*SEE INSTRUCTIONS BEFORE FILLING OUT!
SEC 1746 (9-88) 2 of 6
- ---------------
** Represents 28.89% of the total voting stock of Issuer, First Fidelity
Bancorporation.
Banco Santander, S.A., a Spanish banking corporation
("Santander" and, together with its consolidated subsidiaries, the "Santander
Group"), hereby amends and supplements its Schedule 13D, originally filed on
March 27, 1991 (the "Original 13D"), as amended and supplemented by Amendment
No. 1 filed on December 31, 1991, Amendment No. 2 filed on October 6, 1992,
Amendment No. 3 filed on May 5, 1993, Amendment No. 4 filed on August 16,
1993, Amendment No. 5 filed on March 30, 1994, Amendment No. 6 filed on June
15, 1994, Amendment No. 7 filed on January 4, 1995, Amendment No. 8 filed on
January 19, 1995, Amendment No. 9 filed on March 8, 1995, and Amendment No. 10
filed on March 30, 1995 (as so amended and supplemented, the "Schedule 13D"),
with respect to the purchase of shares of common stock, par value $1.00 per
share ("Common Stock"), of First Fidelity Bancorporation, a New Jersey
corporation (the "Company"). Capitalized terms used but not defined herein
shall have the meanings given to such terms in the Schedule 13D.
Item 5. Interest in Securities of the Company.
The response set forth in Item 5 of the Schedule 13D is hereby
amended and supplemented by the following information:
(a) In a series of open market purchases from March 27, 1995
through April 21, 1995 (the "open market purchases"), Santander's wholly-owned
subsidiary FFB Participacoes e Servicos, S.A. acquired a total of 1,097,620
shares of Common Stock. As a result, Santander indirectly beneficially owned
a total of 23,315,893 shares of Common Stock as of April 21, 1995. This
represents approximately 29.56% of the outstanding Common Stock and 28.89% of
the total voting shares of the Company (based on (i) 78,867,856 shares of
Common Stock outstanding (excluding treasury stock) and (ii) a total of
80,699,705 voting shares outstanding, each as of April 21, 1995, according to
information provided by the Company).
Except as set forth in this Item 5(a), neither Santander, nor
any other person controlling Santander, to the best of its knowledge,
beneficially owns any shares of Common Stock.
(b) Upon consummation of the transfer, Santander had the sole
power to vote and to dispose of 23,315,893 shares of Common Stock.
(c) The open market purchases are described in Schedule A
hereto. Except as otherwise disclosed herein or therein, no transactions in
the shares of Common Stock have been effected since April 21, 1995 by
Santander, or any other person controlling Santander, to the best of its
knowledge.
(d) Inapplicable.
(e) Inapplicable.
SIGNATURE
After reasonable inquiry and to the best knowledge and belief
of the undersigned, the undersigned certifies that the information set forth
in this statement is true, complete and correct.
Date: April 21, 1995
BANCO SANTANDER, S.A.
/s/ Gonzalo de Las Heras
By: ----------------------------
Name: Gonzalo de Las Heras
Title: Director General
Schedule A
OPEN MARKET PURCHASES OF COMMON STOCK
BY FFB PARTICIPACOES E SERVICOS, S.A.
FROM MARCH 27, 1995 THROUGH MARCH 24, 1995
Date Number of Shares Price ($)
- -------------- ---------------- ---------
March 27, 1995 7,560 49.59900
March 29, 1995 500,000 49.00000
March 29, 1995 45,000 49.95000
March 31, 1995 15,000 49.45000
April 3, 1995 11,340 49.50000
April 7, 1995 50,000 50.38200
April 10, 1995 6,000 50.26000
April 11, 1995 27,600 49.90100
April 13, 1995 27,000 49.70800
April 17, 1995 75,000 49.02560
April 18, 1995 213,000 48.21600
April 19, 1995 24,600 48.47000
April 21, 1995 95,520 48.99400
