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U.S. Department of Justice Seal and Letterhead
(202) 514-2007
TDD (202) 514-1888


61 Branches in Western Pennsylvania to Be Divested

WASHINGTON — The Department of Justice announced today that The PNC Financial Services Group Inc. and National City Corporation have agreed to sell 61 of National City's branch banking offices in western Pennsylvania, with deposits that totaled approximately $4.1 billion as of June 30, 2008, in order to resolve competitive concerns about the companies' pending merger. The Department said that, with the divestitures, the merger would not have a significantly adverse effect on competition in local markets for retail banking, small business banking and middle market banking services. As a result of the acquisition, PNC will become the fifth largest bank in the nation, with about $289 billion in assets and about $180 billion in total deposits.

Under the agreement with the Department's Antitrust Division, the companies will divest 50 branches with $3.35 billion of deposits in Allegheny County and four other counties in the Pittsburgh area; six branches with $249 million in deposits in Erie County, serving the Erie area; four branches with $186 million deposits in Crawford County, serving the Meadville and Titusville areas; and one branch with $120 million in deposits in Warren County, serving the Warren area. The divestitures will include the commercial loans associated with the divested branches.

In addition, the agreement requires the companies to divest approximately half of National City's lending and related business with middle market customers — generally, businesses with lending needs of more than $1 million — in the Pittsburgh area, and virtually all of that business in the Erie area, and give the acquirer of those middle market customer relationships the opportunity to hire the National City personnel who manage those relationships.

"The divestitures in western Pennsylvania will ensure that consumers, small businesses, and middle market businesses in that area will continue to have choices for banking services and to enjoy the benefits of competition, while allowing PNC's acquisition of National City to proceed," said Deborah A. Garza, Acting Assistant Attorney General in charge of the Department's Antitrust Division.

Garza added that the Department reviews proposed bank mergers to ensure that, consistent with the Nation's antitrust laws, they do not harm consumers by reducing competition substantially.

The proposed merger is subject to the final approval of the Board of Governors of the Federal Reserve System. The Department said that it will advise the Federal Reserve Board that it will not challenge the merger provided that: the parties divest the branch offices, associated loans and deposits, and middle market banking relationships specified in the agreement; the parties commit to the Federal Reserve Board that they will comply with the agreement with the Department; and the parties' commitments to the Department are included as a condition in the event the Federal Reserve Board enters an order allowing the transaction.

The PNC Financial Services Group Inc. is a financial holding company headquartered in Pittsburgh with approximately $128 billion in assets. It serves 2.9 million consumer and small business customers through more than a thousand branches and 3,900 ATMs in Delaware, Indiana, Kentucky, Maryland, New Jersey, Ohio, Pennsylvania, Virginia and the District of Columbia.

National City Corporation is a financial holding company headquartered in Cleveland with approximately $151 billion in assets. It operates banking centers in Florida, Illinois, Indiana, Kentucky, Michigan, Missouri, Ohio and Pennsylvania, and also serves customers in selected markets nationally. Its core businesses include commercial and retail banking, mortgage financing and servicing, consumer finance and asset management.

A list of the branches to be divested is attached.



Attachment A

National City Branches to Be Divested
Branch Name Address City State Zip County Deposits as of June 30, 2008
South Hills Village 1825 Washington RD Pittsburgh PA 15241 Allegheny $216,481
Pleasant Hills 10 Old Clairton Rd Pittsburgh PA 15236 Allegheny $164,980
Squirrel Hill, Murray Ave 1730 Murray Ave. Pittsburgh PA 15217 Allegheny $136,946
Monroeville Mall 1/ 711 Monroeville Mall Monroeville PA 15146 Allegheny $127,864
North Hills 6203 Babcock Boulevard Pittsburgh PA 15237 Allegheny $91,479
Elizabeth 810 McKeesport Rd Elizabeth PA 15037 Allegheny $82,872
Bellevue 484 Lincoln Avenue Pittsburgh PA 15202 Allegheny $79,117
Natrona Heights 1509 Freeport Road Natrona Heights PA 15065 Allegheny $78,428
Mckees Rocks 527 Chartiers Avenue McKees Rocks PA 15136 Allegheny $78,095
Hillcrest 4996 Library Road Bethel Park PA 15102 Allegheny $77,984
Waterworks II 831 Freeport Road Pittsburgh PA 15238 Allegheny $73,040
Imperial 100 W. Allegheny Rd Imperial PA 15126 Allegheny $71,279
Ingomar 9605 Harmony Dr Ingomar PA 15127 Allegheny $70,953
Oliver Avenue 300 Sixth Avenue Bldg Pittsburgh PA 15222 Allegheny $58,583
Smithfield Street 445 Smithfield Street Pittsburgh PA 15222 Allegheny $58,002
Allison Park 2412 Ferguson Road Allison Park PA 15101 Allegheny $56,017
Lebanon Shops 305 Mt. Lebanon Blvd. Pittsburgh PA 15234 Allegheny $54,954
Mcknight Road 4808 McKnight Road Pittsburgh PA 15237 Allegheny $53,746
Allegheny 2/ 1020 Western Avenue Pittsburgh PA 15233 Allegheny $53,411
East Mckeesport 1135 Fifth Avenue East McKeesport PA 15035 Allegheny $50,514
Oakland, West 3700 Fifth Avenue Pittsburgh PA 15213 Allegheny $49,650
Oakmont 583 Allegheny Avenue Oakmont PA 15139 Allegheny $49,430
Coraopolis 953 Fifth Avenue Coraopolis PA 15108 Allegheny $49,299
Plum Boro 1801 Route 286 Pittsburgh PA 15239 Allegheny $48,592
East Liberty 217 N Highland Avenue Pittsburgh PA 15206 Allegheny $47,718
Mt.Washington 122 Shiloh Street Pittsburgh PA 15211 Allegheny $44,154
Penn Hills, Saltsburg Rd 6145 Saltsburg Road Verona PA 15147 Allegheny $42,849
Sewickley 400 Broad Street Sewickley PA 15143 Allegheny $40,060
Oxford Centre One Oxford Centre Pittsburgh PA 15219 Allegheny $36,356
Collier Township 1593 Washington Pike Bridgeville PA 15071 Allegheny $30,337
West End 22 Wabash Avenue Pittsburgh PA 15220 Allegheny $20,098
Perrysville Avenue 4025 Perrysville Avenue Pittsburgh PA 15214 Allegheny $15,981
Hazelwood Rite Aid 4934 Second Avenue Pittsburgh PA 15207 Allegheny $10,400
Cranberry 20111 Route 19 Cranberry Twp. PA 16066 Butler $73,165
Butler Center Ave 364 Center Avenue Butler PA 16001 Butler $60,076
Conneaut Lake 210 Water St. Conneaut Lake PA 16316 Crawford $55,004
North Street 349 North Street Meadville PA 16335 Crawford $26,072
Meadville WAL-MART 16086 Conneaut Lake Road Meadville PA 16335 Crawford $12,838
Titusville 127 West Spring Road Titusville PA 16354 Crawford $92,383
8th And State 801 State St. Erie PA 16501 Erie $59,722
Millcreek 2520 West 26th Street Erie PA 16506 Erie $52,315
Kearsarge 1468 West Gore Road Erie PA 16509 Erie $44,849
North East 27 East Main Street North East PA 16428 Erie $37,140
Corry 318 West Columbus Ave. Corry PA 16407 Erie $35,055
East Avenue 718 East Avenue Erie PA 16503 Erie $19,949
Uniontown 2 West Main Street Uniontown PA 15401 Fayette $128,646
Laurel Mall Route 119 South University Drive Connellsville PA 15425 Fayette $46,534
Warren 315 Second Ave. Warren PA 16365 Warren $120,477
Monongahela 318 West Main Street Monongahela PA 15063 Washington $102,909
West Beau Street 200 West Beau Street Washington PA 15301 Washington $91,242
Houston 22 East Pike Street Houston PA 15342 Washington $79,924
Finleyville 3500 Extension Avenue Finleyville PA 15332 Washington $59,720
California 256 Third Street California PA 15419 Washington $47,666
Mount Pleasant 632 West Main Street Mount Pleasant PA 15666 Westmoreland $100,488
Irwin 226 Main St. Irwin PA 15642 Westmoreland $61,206
Jeannette 411 Clay Avenue Jeannette PA 15644 Westmoreland $61,098
Pittsburgh Street 800 E. Pittsburgh Street Greensburg PA 15601 Westmoreland $56,826
Hempfield 6084 Route 30 Greensburg PA 15601 Westmoreland $51,131
Parnassus 333 Freeport Street New Kensington PA 15068 Westmoreland $45,654
Countryside Shopping 100 Country Side Plaza Mount Pleasant PA 15666 Westmoreland $33,861
Smithton 713 Peer Street Smithton PA 15479 Westmoreland $32,531

1/ Includes deposits of 3474 William Penn Highway, Pittsburgh, PA 15235.
2/ Includes deposits of 118 Allegheny Center Mall, Pittsburgh, PA 15212.