PNC Financial Services (PNC)

Transactions with Directors

The following summarizes our transactions with directors and their affiliated entities. No transaction fails the NYSE’s bright-line tests for independence. Except as discussed on pages 10 and 11 with respect to Mr. Berndt, all of these transactions meet our categorical standards of independence.

Customer Relationships. We provide financial services to most of our directors. We also provide financial services to certain immediate family members and affiliated entities. We offer these services in the ordinary course of our business. We provide the services on substantially the same terms and conditions, including price, as we provide to other similarly situated customers.

We also extend credit to certain directors, immediate family members and affiliated entities. Federal banking law (Regulation O) governs these extensions of credit. We discuss Regulation O and our process for managing these transactions on page 26.

Business Relationships. We also enter into other business relationships with entities affiliated with our directors or their immediate family members. These relationships are in the ordinary course of business, and include the following:

Mr. Berndt is the Managing Partner of the law firm of Gallagher Evelius & Jones LLP. This law firm provided legal services to PNC and its predecessor, Mercantile Bankshares Corporation, which we acquired in 2007. The law firm continues to provide limited legal services to PNC, as described on pages 10 and 11.

Mr. Shepard was the Chief Executive Officer and Chairman of the Executive Board of AEGON N.V. (AEGON), an insurance company. He retired from this position in April 2008. PNC engages in ordinary course business relationships with AEGON or its subsidiaries. PNC or its predecessors has purchased bank-owned life insurance from AEGON. We also offer our clients some fixed and variable annuity and life insurance products offered by AEGON. AEGON entities are investors in three funds in which general partners are PNC subsidiaries. AEGON companies also own various securities issued by PNC and its affiliates.

Mr. Strigl is the President and Chief Operating Officer of Verizon Communications, which provides certain telecommunications services to us. These services are provided to us in the ordinary course of business at rates and fees applicable to similarly situated customers.

Mr. Thieke is a director of RiskMetrics Group, Inc. We use services from RiskMetrics and its subsidiary, Institutional Shareholder Services, from time to time. These services are provided to us in the ordinary course of business at rates and fees applicable to similarly situated customers.

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Certain Charitable Contributions. Ms. Pepper is the President of the Pennsylvania Horticultural Society (PHS). Since 1992, PNC has supported the Philadelphia Flower Show, an annual exhibition produced by the PHS. Our annual sponsorship amount does not exceed the dollar thresholds described in our categorical standards.

Apart from the contribution to the PHS, we make certain contributions to charitable organizations where our directors serve as directors or trustees, but not as executive officers. We also match charitable contributions made by our directors. We describe this matching gift program on page 20.

Transactions with Directors

The following summarizes our transactions with directors and their affiliated entities. No transaction falls under the NYSE’s bright-line independence tests. Except as discussed on page 13 with respect to Mr. Berndt, all of these transactions meet our categorical standards of independence.

Customer Relationships. We provide financial services to most of our directors (including directors who retired in 2007). We also provide financial services to certain immediate family members and affiliated entities. We offer these services in the ordinary course of our business. We provide the services on substantially the same terms and conditions, including price, as we provide to other similarly situated customers.

We also extend credit to certain directors, immediate family members and affiliated entities. Federal banking law (Regulation O) governs these extensions of credit. We discuss Regulation O and our process for managing these transactions on page 25.

Business Relationships. We also enter into other business relationships with entities affiliated with our directors or their immediate family members. These relationships are in the ordinary course of business, and include the following:

Mr. Berndt is the Managing Partner of the law firm of Gallagher Evelius & Jones LLP. This law firm provided legal services to Mercantile Bankshares Corporation, which we acquired in March 2007. The law firm continues to provide limited legal services to PNC, as described on page 13.

Mr. Shepard is the Chief Executive Officer of AEGON N.V. (AEGON), an insurance company. PNC engages in ordinary course business relationships with AEGON or its subsidiaries. PNC and Mercantile have purchased bank-owned life insurance from AEGON. We also offer our clients some fixed and variable annuity and life insurance products offered by AEGON. AEGON entities are investors in three funds in which general partners are PNC subsidiaries. AEGON companies also own various securities issued by PNC and its affiliates. Mr. Shepard is also a director of CSX Corporation. CSX’s holdings include CSX Hotels, Inc., a resort doing business as The Greenbrier, located in White Sulphur Springs, West Virginia. Our Board and executive management held meetings at The Greenbrier in 2007 and previous years. We pay for our lodging and other services in the ordinary course of business at rates and fees applicable to similarly situated customers.

Mr. Strigl is employed by Verizon Communications, which provides certain telecommunications services to us. These services are provided to us in the ordinary course of business at rates and fees applicable to similarly situated customers.

Mr. Thieke is a director of RiskMetrics Group, Inc. We use services from RiskMetrics and its subsidiary, Institutional Shareholder Services, from time to time. These services are provided to us in the ordinary course of business at rates and fees applicable to similarly situated customers.

Certain Charitable Contributions. Ms. Pepper is the President of the Pennsylvania Horticultural Society (PHS). Since 1992, PNC has supported the Philadelphia Flower Show, an annual exhibition produced by the PHS. Our annual sponsorship amount does not exceed the thresholds described in our categorical standards.

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Apart from the contribution to the PHS, we make certain contributions to charitable organizations where our directors serve as directors or trustees, but not as executive officers. We also match charitable contributions made by our directors. We describe this matching gift program on page 30. In 2007, the PNC Foundation made a one-time contribution of $20,000 to Teach for America, a non-profit entity, in the name of our Board of Directors.

Transactions with Directors

The following is a summary of the transactions between PNC and our directors and/or their affiliated entities. Except as discussed on page 16 with respect to Mr. Berndt, all of these transactions meet our categorical standards for independence under the New York Stock Exchange rules; none of them meet the NYSE’s bright-line tests for non-independence.

Customer Relationships. In the ordinary course of business, we provide certain financial services to most of our directors (including directors who retired or resigned in 2006) and to some of their immediate family members and affiliated organizations. These services are provided on substantially the same terms and conditions, including price, as would be available to similarly situated customers. We also provide extensions of credit to certain of our directors, immediate family members and affiliated organizations. These extensions of credit are governed by Regulation O, and we discuss Regulation O and our processes for managing transactions governed by Regulation O on page 69.

Business Relationships. In the ordinary course of business, we may enter into relationships with, or receive services from, entities affiliated with our directors or nominees, or their immediate family members, including the following:

Mr. Berndt is the Managing Partner of the law firm of Gallagher, Evelius & Jones LLP. This law firm has historically provided legal services to Mercantile Bankshares Corporation, which we acquired in March 2007.

Mr. Shepard is Chief Executive Officer of AEGON N.V, an insurance company. PNC engages in ordinary course business relationships with AEGON or its subsidiaries (collectively, “AEGON”). PNC and Mercantile have purchased bank-owned life insurance from AEGON, and we have purchased a substantial amount of bank-owned life insurance through a broker that was recently acquired by AEGON. In addition, we offer to our clients certain of AEGON’s fixed and variable annuity and life insurance products.

Mr. Strigl is employed by Verizon Communications, which provides certain telecommunications services to us. These services are provided to us in the ordinary course of business.

Certain Charitable Contributions. Ms. Pepper is employed by an organization that has received contributions from us or the PNC Foundation that do not exceed the thresholds described in our categorical standards of independence. We also make contributions to charitable organizations where our directors serve as directors or trustees but not executive officers.