PNC » Topics » EXHIBIT INDEX

This excerpt taken from the PNC 8-K filed Dec 23, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

10.64    Form of Agreement for Long-Term Restricted Stock    Filed herewith
10.65    Form of Agreement for Long-Term Stock for certain other executives    Filed herewith

 

4

This excerpt taken from the PNC 8-K filed Dec 8, 2009.

EXHIBIT INDEX

 

Number

 

Description

 

Method of Filing

99.1   Electronic presentation slides and related material for the Goldman Sachs US Financial Services Conference on December 8, 2009   Furnished herewith.

 

4

This excerpt taken from the PNC 8-K filed Nov 6, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Electronic presentation slides and related material for the BancAnalysts Association of Boston Financial Services Conference on November 6, 2009    Furnished herewith.

 

4

This excerpt taken from the PNC 8-K filed Oct 22, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Financial Supplement (unaudited) for Third Quarter 2009    Furnished herewith
99.2    Electronic presentation slides for earnings release conference call    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Oct 22, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Press Release dated October 22, 2009    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Sep 21, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

1.1    Underwriting Agreement, dated as of September 16, 2009, by and among PNC Funding Corp, The PNC Financial Services Group, Inc., Goldman, Sachs & Co. and J.P. Morgan Securities Inc., as Representatives of the several Underwriters named therein.    Filed herewith.
4.1    Form of 4.25% Senior Notes due September 21, 2015.    Filed herewith.
4.2    Form of Guarantee related to Senior Notes.    Filed herewith.
This excerpt taken from the PNC 8-K filed Sep 15, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Electronic presentation slides and related material for the Barclays Capital Global Financial Services Conference on September 15, 2009    Furnished herewith.

 

4

This excerpt taken from the PNC 8-K filed Aug 21, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

10.63    Form of Agreement Regarding Portion of Salary Payable in Stock Units    Filed herewith.
This excerpt taken from the PNC 8-K filed Jul 23, 2009.

EXHIBIT INDEX

 

Number

  

Description

   Method of Filing
99.1    Financial Supplement (unaudited) for Second Quarter 2009    Furnished herewith
99.2    Electronic presentation slides for earnings release conference call    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Jul 23, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1

   Press Release dated July 23, 2009    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Jun 9, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

1.1    Underwriting Agreement, dated as of June 4, 2009, by and among PNC Funding Corp, The PNC Financial Services Group, Inc., Goldman, Sachs & Co. and J.P. Morgan Securities Inc., as Representatives of the several Underwriters named therein.    Filed herewith.
4.1    Form of 5.40% Senior Notes due June 10, 2014.    Filed herewith.
4.2    Form of 6.70% Senior Notes due June 10, 2019, No. 1.    Filed herewith.
4.3    Form of 6.70% Senior Notes due June 10, 2019, No. 2.    Filed herewith.
4.4    Form of Guarantee related to Senior Notes.    Filed herewith.
This excerpt taken from the PNC 8-K filed May 27, 2009.

EXHIBIT INDEX

 

Number

 

Description

 

Method of Filing

99.1   Electronic presentation slides and related material for the Sanford C. Bernstein Strategic Decisions 2009 conference on May 27, 2009   Furnished herewith.

 

4

This excerpt taken from the PNC 8-K filed May 27, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

    
99.1    Press Release, dated May 27, 2009    Filed herewith.   
This excerpt taken from the PNC 8-K filed May 14, 2009.

EXHIBIT INDEX

 

Number

    

Description

  

Method of Filing

5.1

     Opinion of George P. Long, III regarding the validity of the Common Stock, dated May 14, 2009    Filed herewith.

23.1

     Consent of George P. Long, III    Included in Exhibit 5.1.

99.1

     Equity Distribution Agreement, dated May 14, 2009, between The PNC Financial Services Group, Inc. and Morgan Stanley & Co. Incorporated    Filed herewith.

99.2

     Press Release, dated May 14 2009    Filed herewith.

 

-4-

This excerpt taken from the PNC 8-K filed Apr 28, 2009.

EXHIBIT INDEX

 

Number

  

Description

 

Method of Filing

99.1    Slide presentation and related material for the Corporation’s 2009 Annual Meeting of Shareholders   Furnished herewith
This excerpt taken from the PNC 8-K filed Apr 23, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Press Release dated April 23, 2009    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Apr 23, 2009.

EXHIBIT INDEX

 

Number

 

Description

  

Method of Filing

99.1   Financial Supplement (unaudited) for First Quarter 2009    Furnished herewith
99.2   Electronic presentation slides for earnings release conference call    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Apr 3, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

1.1    Underwriting Agreement, dated as of March 30, 2009, by and among PNC Funding Corp, The PNC Financial Services Group, Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as Representatives of the several Underwriters named therein.    Filed herewith.
4.1    Fifth Supplemental Indenture, dated as of March 31, 2009, by and among PNC Funding Corp, The PNC Financial Services Group, Inc. and The Bank of New York Mellon, as Trustee.    Filed herewith.
4.2    Form of Floating Rate Senior Notes due April 1, 2012.    Included in Exhibit 4.1.
4.3    Form of Guarantee related to Floating Rate Senior Notes due April 1, 2012.    Included in Exhibit 4.1.
This excerpt taken from the PNC 8-K filed Mar 12, 2009.

EXHIBIT INDEX

 

Number

 

Description

  

Method of Filing

99.1

  Chairman’s Letter to Shareholders    Furnished herewith.

 

7

This excerpt taken from the PNC 8-K filed Mar 3, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Electronic presentation slides and related material for the Sandler O’Neill Conference on March 3, 2009    Furnished herewith.
99.2    Press Release dated March 2, 2009    Filed herewith.
99.3    Electronic presentation slides for related March 2, 2009 conference call    Filed herewith.

 

4

This excerpt taken from the PNC 8-K filed Feb 19, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

3.2

   By-Laws of the Corporation, as amended and restated effective as of February 12, 2009    Filed herewith.

 

10

This excerpt taken from the PNC 8-K filed Feb 3, 2009.

EXHIBIT INDEX

 

Number

  

Description

   Method of Filing
99.1    Financial Supplement (unaudited) for Fourth Quarter and Full Year 2008    Furnished herewith
99.2    Electronic presentation slides for earnings release conference call    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Feb 3, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Press Release dated February 3, 2009    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Jan 22, 2009.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Press Release dated January 21, 2009    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Dec 30, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

10.1    Exchange Agreement by and between The PNC Financial Services Group, Inc. and BlackRock, Inc. dated as of December 26, 2008    Incorporated by reference to Exhibit 10.2 of BlackRock, Inc.’s Current Report on Form 8-K (Commission File No. 001-33099) filed December 29, 2008
This excerpt taken from the PNC 8-K filed Dec 24, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

1.1    Underwriting Agreement, dated as of December 17, 2008, by and among PNC Funding Corp, The PNC Financial Services Group, Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as Representatives of the several Underwriters named therein.    Filed herewith.
4.1    Third Supplemental Indenture, dated as of December 19, 2008, by and among PNC Funding Corp, The PNC Financial Services Group, Inc. and The Bank of New York Mellon, as Trustee.    Filed herewith.
4.2    Fourth Supplemental Indenture, dated as of December 19, 2008, by and among PNC Funding Corp, The PNC Financial Services Group, Inc. and The Bank of New York Mellon, as Trustee.    Filed herewith.
4.3    Form of Floating Rate Senior Notes due 2011.    Included in Exhibit 4.2.
4.4    Form of 1.875% Fixed Rate Senior Notes due 2011.    Included in Exhibit 4.1.
4.5    Form of 2.300% Fixed Rate Senior Notes due 2012.    Included in Exhibit 4.1.
4.6    Form of Guarantee related to Floating Rate Senior Notes due 2011.    Included in Exhibit 4.2.
4.7    Form of Guarantee related to 1.875% Fixed Rate Senior Notes due 2011.    Included in Exhibit 4.1.
4.8    Form of Guarantee related to 2.300% Fixed Rate Senior Notes due 2012.    Included in Exhibit 4.1.
This excerpt taken from the PNC 8-K filed Oct 24, 2008.

EXHIBIT INDEX

 

Number

  

Description

   Method of Filing
99.1    Press Release dated October 24, 2008    Filed herewith
99.2    Electronic presentation slides for investor conference call    Filed herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Oct 16, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1

   Financial Supplement (unaudited) for Third Quarter 2008    Furnished herewith

99.2

   Electronic presentation slides for earnings release conference call    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Oct 16, 2008.

EXHIBIT INDEX

 

Number

  

Description

   Method of Filing

99.1

   Press Release dated October 16, 2008    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Sep 12, 2008.

EXHIBIT INDEX

 

Number

 

Description

   Method of Filing
99.1   Form of Change of Control Employment Agreements    Filed herewith
This excerpt taken from the PNC 8-K filed Sep 10, 2008.

EXHIBIT INDEX

 

Number

  

Description

   Method of Filing
99.1    Slide presentation and related material for the Lehman Brothers Global Financial Services Conference on September 10, 2008    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Jul 17, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Financial Supplement (unaudited) for Second Quarter 2008    Furnished herewith
99.2    Electronic presentation slides for earnings release conference call    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Jul 17, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Press Release dated July 17, 2008    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed May 27, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

1.1    Underwriting Agreement, dated as of May 14, 2008, among the Corporation, Merrill Lynch, Pierce, Fenner & Smith Incorporated and JP Morgan Securities Inc.    Filed herewith.
4.1    Amendment No. 1 to the Amended and Restated Articles of Incorporation with respect to the Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series K dated May 15, 2008.    Incorporated herein by reference to Exhibit 3.1 of the Corporation’s Form 8-K dated May 14, 2008 and filed May 16, 2008.
4.2    Form of Certificate Representing the Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series K.    Filed herewith.
4.3    Deposit Agreement dated May 21, 2008, between the Corporation, PNC Bank National Association and the holders from time to time of the Depositary Receipts described therein.    Filed herewith.
4.4    Form of Depositary Receipt (included as part of Exhibit 4.3).    Filed herewith.
This excerpt taken from the PNC 8-K filed May 20, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1

   Slide presentation and related material for the Lehman Brothers Financial Services Conference on May 20, 2008    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed May 16, 2008.

EXHIBIT INDEX

 

Number

 

Description

   Method of Filing

3.1

  Amendment No. 1 to the Amended and Restated Articles of Incorporation with respect to the Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series K dated May 15, 2008    Filed herewith

 

- 5 -

This excerpt taken from the PNC 8-K filed Apr 22, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Slide presentation and related material for the Corporation’s 2008 Annual Meeting of Shareholders    Furnished herewith
This excerpt taken from the PNC 8-K filed Apr 18, 2008.

EXHIBIT INDEX

 

Number

  

Description

   Method of Filing
10.50    Form of stock option agreement with varied vesting schedule or circumstances    Filed herewith
10.51    Form of restricted stock agreement with varied vesting schedule or circumstances    Filed herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Apr 17, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Press Release dated April 17, 2008    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Apr 17, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1

   Financial Supplement (unaudited) for First Quarter 2008    Furnished herewith

99.2

   Electronic presentation slides for earnings release conference call    Furnished herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Mar 10, 2008.

EXHIBIT INDEX

 

Number

 

Description

  

Method of Filing

99.1   Notice of Blackout Period provided to PNC directors and executive officers.    Filed herewith

 

- 4 -

This excerpt taken from the PNC 8-K filed Mar 5, 2008.

EXHIBIT INDEX

 

Number

  

Description

  

Method of Filing

99.1    Additional PNC 2007 Annual Report Information    Furnished herewith
This excerpt taken from the PNC 8-K filed Feb 13, 2008.

EXHIBIT INDEX

 

Number

  

Description

   Method of Filing

  1.1

   Underwriting Agreement, dated as of February 6, 2008, among the Company, the Trust and Morgan Stanley & Co. Incorporated, Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated.    Filed herewith.

  4.1

   First Amended and Restated Declaration of Trust, dated as of January 9, 2007.    Filed herewith.

  4.2

   Second Amended and Restated Declaration of Trust of PNC Capital Trust E, dated as of February 13, 2008.    Filed herewith.

  4.3

   Amended and Restated Indenture, dated as of February 13, 2008 between the Company and The Bank of New York.    Filed herewith.

  4.4

   First Supplemental Indenture, dated as of February 13, 2008 between the Company and The Bank of New York.    Filed herewith.

  4.5

   Guarantee Agreement with respect to the Trust Preferred Securities, dated as of February 13, 2008.    Filed herewith.

  4.6

   Form of Trust Preferred Security.    Included in Exhibit 4.2.

  4.7

   Form of Junior Subordinated Note.    Included in Exhibit 4.4.

99.1

   Replacement Capital Covenant of the Company, dated as of January 31, 2008.    Filed herewith.
This excerpt taken from the PNC 10-Q filed Feb 4, 2008.

EXHIBIT INDEX

 

  3.4    Articles of Incorporation of the Corporation, as amended. Incorporated by reference to Exhibit 3.4 of the Corporation’s First Quarter 2007 Form 10-Q.
   4.1    There are no instruments with respect to long-term debt of the Corporation and its subsidiaries that involve securities authorized under the instrument in an amount exceeding 10 percent of the total assets of the Corporation and its subsidiaries on a consolidated basis. The Corporation agrees to provide the SEC with a copy of instruments defining the rights of holders of long-term debt of the Corporation and its subsidiaries on request.
   4.15    Terms of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series I. Incorporated by reference to Exhibit 3.4 of the Corporation’s First Quarter 2007 Form 10-Q.
   4.16    Exchange Agreement, dated March 29, 2007, by and among the Corporation, PNC Bank, National Association, and PNC Preferred Funding Trust II. Incorporated by reference to Exhibit 4.16 of the Corporation’s Current Report on Form 8-K dated March 29, 2007 (filed March 30, 2007).
   4.17    Second Amendment, dated as of February 28, 2007, between the Corporation and Computershare Investor Services, LLC, as successor-in-interest to The Chase Manhattan Bank as Rights Agent, to Rights Agreement dated as of May 15, 2000 and amended on January 1, 2003. Incorporated by reference to Exhibit 4.1 of the Corporation’s Current Report on Form 8-K dated February 28, 2007 (filed March 6, 2007).
 10.44    Employment letter agreement between the Corporation and Edward J. Kelly, III, conditioned on and commencing upon the closing of the acquisition of Mercantile Bankshares Corporation by the Corporation, together with provisions of superseded agreements referenced in the employment letter agreement. Incorporated by reference to Exhibit 10.44 of the Corporation’s First Quarter 2007 Form 10-Q.
 10.45    The Corporation’s Restricted Stock Agreement with Edward J. Kelly, III. Incorporated by reference to Exhibit 10.45 of the Corporation’s First Quarter 2007 Form 10-Q.
 10.46    The Corporation’s Restricted Share Units Agreement with Edward J. Kelly, III. Incorporated by reference to Exhibit 10.46 of the Corporation’s First Quarter 2007 Form 10-Q.
 10.47    Supplemental Retirement Agreement with Edward J. Kelly, III (Letter from PNC, as successor to Mercantile Bankshares Corporation, to Mr. Kelly dated March 1, 2007, together with agreement between Mr. Kelly and Mercantile dated February 2, 2001 and amendment to that agreement dated February 27, 2007). Incorporated by reference to Exhibit 10.47 of the Corporation’s First Quarter 2007 Form 10-Q.
 10.48    Mercantile Bankshares Corporation and Participating Affiliates Supplemental 401(k) Executive Retirement Plan and Mercantile Bankshares Corporation and Participating Affiliates Supplemental Cash Balance Executive Retirement Plan. Incorporated by reference to Exhibit 10.48 of the Corporation’s First Quarter 2007 Form 10-Q.
 10.49    The Corporation’s 1996 Executive Incentive Award Plan, as amended and restated. Incorporated by reference to Exhibit A to the Corporation’s definitive proxy statement for its 2007 annual meeting of shareholders, filed March 23, 2007.
 12.1      Computation of Ratio of Earnings to Fixed Charges. Incorporated by reference to Exhibit 12.1 of the Corporation’s First Quarter 2007 Form 10-Q.
 12.2      Computation of Ratio of Earnings to Fixed Charges and Preferred Stock Dividends. Incorporated by reference to Exhibit 12.2 of the Corporation’s First Quarter 2007 Form 10-Q.
 31.1      Certification of Chairman and Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Incorporated by reference to Exhibit 31.1 of the Corporation’s First Quarter 2007 Form 10-Q.
 31.2      Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Incorporated by reference to Exhibit 31.2 of the Corporation’s First Quarter 2007 Form 10-Q.
 31.3      Certification of Chairman and Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.
 31.4      Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.
 32.1      Certification of Chairman and Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Incorporated by reference to Exhibit 32.1 of the Corporation’s First Quarter 2007 Form 10-Q.

 

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 32.2      Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Incorporated by reference to Exhibit 32.2 of the Corporation’s First Quarter 2007 Form 10-Q.
 32.3      Certification of Chairman and Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith.
 32.4      Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith.

You can receive copies of these Exhibits electronically at the SEC’s home page at www.sec.gov or by mail from the Public Reference Section of the SEC, 100 F Street, N.E., Washington, DC 20549 at prescribed rates. The Exhibits are also available as part of this Form 10-Q on or through PNC’s corporate website at www.pnc.com under “About PNC—Investor Relations—Financial Information—SEC Filings—Form 10-Q.” Shareholders may also receive copies of Exhibits, without charge, by contacting Shareholder Relations at 800-843-2206 or via e-mail at investor.relations@pnc.com.


 

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Table of Contents
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