Edgar Filing: MASSARO ANTHONY A

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

MASSARO ANTHONY A

2. Issuer Name and Ticker or Trading Symbol
PNC FINANCIAL SERVICES GROUP INC [PNC]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

ONE PNC PLAZA, 249 FIFTH AVENUE

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2007

(Street)

PITTSBURGH, PA 15222-2707

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Phantom Stock Unit

⁽¹⁾

03/31/2007⁽²⁾

372

⁽¹⁾

03/31/2007

$5 Par Common Stock

372

$ 71.97

1,487 ⁽³⁾

Deferred Compensation Plan

Phantom Stock Unit

⁽¹⁾

03/31/2008⁽²⁾

386

⁽¹⁾

03/31/2008

$5 Par Common Stock

386

$ 65.57

1,157 ⁽³⁾

Deferred Compensation Plan

Phantom Stock Unit

⁽¹⁾

03/31/2009⁽²⁾

407

⁽¹⁾

03/31/2009

$5 Par Common Stock

407

$ 45.55

813 ⁽³⁾

Deferred Compensation Plan

Phantom Stock Unit

⁽⁴⁾

⁽⁵⁾

$5 Par Common Stock

10,501

Deferred Stock Unit Plan

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
MASSARO ANTHONY A ONE PNC PLAZA 249 FIFTH AVENUE PITTSBURGH, PA 15222-2707	X

Signatures

Lori A. Hasselman, Attorney-in-Fact for Anthony A. Massaro		12/30/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Each phantom stock unit entitled the reporting person to receive the cash value of one share of The PNC Financial Services Group, Inc. ("PNC") common stock on dates selected by the reporting person. See footnote 2.
(2)	Pursuant to elections made by the reporting person with respect to compensation earned as a non-employee director of PNC in 2002, 2003 and 2004, the reporting person deferred some of such compensation and was credited, as of March 31, 2007, with an aggregate of approximately 1,859 phantom stock units (including additional phantom stock units awarded as dividend equivalents) in respect of such deferred compensation. In connection with each election, the reporting person elected to receive payment of the cash value of the phantom stock units in five annual installments beginning in 2007. Accordingly, the reporting person was entitled to receive payments, based on the value of the applicable phantom stock units on the dates indicated in the table, within 30 days after such dates. Due to an administrative error by PNC, the reporting person received the first three annual payments in December 2009.
(3)	Reflects adjustments to eliminate dividend equivalents erroneously awarded with respect to phantom stock units after the date selected by the reporting person as of which payment of such phantom stock units would be made.
(4)	One phantom stock unit is the economic equivalent of one share of The PNC Financial Services Group, Inc. ("PNC") Common Stock.
(5)	Phantom Stock Units will be settled in cash upon distribution from the reporting person's plan account and generally do not expire.

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