-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OZt67CIy//XNha1gy4P4sFVX4yX1A0vqcsiZ2tH1h8cPZTRekk0C6TrJ8WyYdKhX Iiq+vv9blY8E38bPEdLTow== 0001104659-08-036908.txt : 20080530 0001104659-08-036908.hdr.sgml : 20080530 20080530153027 ACCESSION NUMBER: 0001104659-08-036908 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080530 DATE AS OF CHANGE: 20080530 GROUP MEMBERS: DAVID H. BATCHELDER GROUP MEMBERS: RALPH V. WHITWORTH GROUP MEMBERS: RELATIONAL COAST PARTNERS, L.P. GROUP MEMBERS: RELATIONAL FUND PARTNERS, L.P. GROUP MEMBERS: RELATIONAL INVESTORS ALPHA FUND I, L.P. GROUP MEMBERS: RELATIONAL INVESTORS III, L.P. GROUP MEMBERS: RELATIONAL INVESTORS IX, L.P. GROUP MEMBERS: RELATIONAL INVESTORS VIII, L.P. GROUP MEMBERS: RELATIONAL INVESTORS X, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XI, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XV, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XVI, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XX, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XXII, L.P. GROUP MEMBERS: RELATIONAL INVESTORS, L.P. GROUP MEMBERS: RELATIONAL PARTNERS, L.P. GROUP MEMBERS: RH FUND 1, L.P. GROUP MEMBERS: RH FUND 2, L.P. GROUP MEMBERS: RH FUND 4, L.P. GROUP MEMBERS: RH FUND 6, L.P. GROUP MEMBERS: RH FUND 7, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SOVEREIGN BANCORP INC CENTRAL INDEX KEY: 0000811830 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 232453088 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39453 FILM NUMBER: 08870482 BUSINESS ADDRESS: STREET 1: 1500 MARKET ST CITY: PHILADELPHIA STATE: PA ZIP: 19102 BUSINESS PHONE: 2155574630 MAIL ADDRESS: STREET 1: MC11-900-IR5 STREET 2: 1130 BERKSHIRE BLVD CITY: WYOMISSING STATE: PA ZIP: 19610 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RELATIONAL INVESTORS LLC CENTRAL INDEX KEY: 0001047644 IRS NUMBER: 330694767 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 12400 HIGH BLUFF DRIVE STREET 2: SUITE 600 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: 858.704.3333 MAIL ADDRESS: STREET 1: 12400 HIGH BLUFF DRIVE STREET 2: SUITE 600 CITY: SAN DIEGO STATE: CA ZIP: 92130 SC 13D/A 1 a08-15623_1sc13da.htm SC 13D/A

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 11)*

Sovereign Bancorp, Inc.

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

845905108

(CUSIP Number)

Ralph V. Whitworth

Relational Investors, LLC

12400 High Bluff Drive, Suite 600

San Diego, CA 92130

(858) 704-3333

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

May 28, 2008

(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 845905108

	1.	Names of Reporting Persons Relational Investors, LLC

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 61,205,918

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 61,205,918

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 61,205,918

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 9.24%

	14.	Type of Reporting Person (See Instructions) IA/HC/OO

	1.	Names of Reporting Persons Relational Investors, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 8,035,031

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 8,035,031

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,035,031

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 1.21%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Fund Partners, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 253,455

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 253,455

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 253,455

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.04%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Coast Partners, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 556,946

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 556,946

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 556,946

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.08%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Partners, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 190,329

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 190,329

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 190,329

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.03%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons RH Fund 1, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 7,901,611

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 7,901,611

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 7,901,611

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 1.19%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons RH Fund 2, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 2,572,018

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 2,572,018

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,572,018

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.39%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons RH Fund 4, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,876,116

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,876,116

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,876,116

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.28%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons RH Fund 6, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 3,085,368

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 3,085,368

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,085,368

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.47%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons RH Fund 7, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 624,815

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 624,815

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 624,815

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.09%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors III, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 279,435

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 279,435

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 279,435

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.04%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors VIII, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 8,235,765

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 8,235,765

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,235,765

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 1.24%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors IX, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 3,446,749

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 3,446,749

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,446,749

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.52%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors X, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 6,159,376

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 6,159,376

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 6,159,376

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.93%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors XI, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,595,062

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,595,062

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,595,062

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.24%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors XV, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,346,110

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,346,110

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,346,110

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.20%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors XVI, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 438,657

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 438,657

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 438,657

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.07%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors XX, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,161,880

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,161,880

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,161,880

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.18%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors XXII, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,434,890

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,434,890

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,434,890

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.22%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Relational Investors Alpha Fund I, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 2,837,472

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 2,837,472

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,837,472

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.43%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons Ralph V. Whitworth

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) NA

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 6,735

			8.	Shared Voting Power 61,205,918

			9.	Sole Dispositive Power 6,735

			10.	Shared Dispositive Power 61,205,918

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 61,212,653

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 9.24%

	14.	Type of Reporting Person (See Instructions) IN

	1.	Names of Reporting Persons David H. Batchelder

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) NA

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-

			8.	Shared Voting Power 61,205,918

			9.	Sole Dispositive Power -0-

			10.	Shared Dispositive Power 61,205,918

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 61,205,918

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 9.24%

	14.	Type of Reporting Person (See Instructions) IN

Item 1.	Security and Issuer
	This Schedule 13D/A constitutes the tenth amendment to the Schedule 13D originally filed by the Reporting Persons with the Securities and Exchange Commission on May 26, 2005 (the “Statement”) and amended by Amendments No. 1, No. 2, No. 3, No. 4, No. 5, No. 6, No. 7, No. 8, No. 9 and No. 10 filed by the Reporting Persons with the Securities and Exchange Commission on July 7, 2005, October 20, 2005, November 9, 2005, December 23, 2005, January 17, 2006, March 28, 2006, June 7, 2006, December 4, 2006, May 10, 2007 and May 20, 2008 respectively (“Amendments”) with respect to shares of the common stock (the “Shares”) of Sovereign Bancorp, Inc. (the “Company” or “Sovereign”). Except as specifically amended by this Schedule 13D/A, the Statement, as amended by the Amendments, remains in full force and effect.

Item 2.	Identity and Background
	This Statement is being filed by and on behalf of Relational Investors, L.P. (“RILP”), Relational Fund Partners, L.P. (“RFP”), Relational Coast Partners, L.P. (“RCP”), Relational Partners, L.P. (“RP”), RH Fund 1, L.P. (“RHI”), RH Fund 2, L.P. (“RH2”), RH Fund 4, L.P. (“RH4”), RH Fund 6, L.P. (“RH6”), RH Fund 7, L.P. (“RH7”), Relational Investors III, L.P. (“RI III”), Relational Investors VIII, L.P. (“RI VIII”), Relational Investors IX, L.P. (“RI IX”), Relational Investors X, L.P. (“RI X”), Relational Investors XI, L.P. (“RI XI”), Relational Investors XV, L.P. (“RI XV”), Relational Investors XVI, L.P.(“RI XVI”), Relational Investors XX, L.P.(“RI XX”), Relational investors XXII, L.P.(“RI XXII”), and Relational investors Alpha Fund I, L.P (“RIA I”), collectively, the “Relational LPs.” Each of the Relational LPs is a Delaware limited partnership. The principal business of each, is investing in securities. This Statement is also being filed by and on behalf of Relational Investors LLC (“RILLC” or “Relational”), a Delaware limited liability company. The principal business of RILLC is being the sole general partner, or the sole managing member of the general partner, of the Relational LPs and investment adviser of certain client managed accounts, the “Managed Accounts.” The Relational LPs and the Managed Accounts are the beneficial owners of the securities covered by this Statement. Pursuant to the Limited Partnership Agreement of each of the Relational LPs and the investment management agreement of the Managed Accounts, RILLC has sole investment discretion and voting authority with respect to the securities covered by this Statement. This Statement is also being filed by and on behalf of Ralph V. Whitworth and David H. Batchelder. Messrs. Whitworth and Batchelder are the Principals of RILLC, in which capacity they share voting control and dispositive power over the securities covered by this Statement. Messrs. Whitworth and Batchelder, therefore, may be deemed to have shared indirect beneficial ownership of such securities. The present principal occupation of each of Messrs. Whitworth and Batchelder is serving as Principals of RILLC (Messrs. Whitworth and Batchelder, together with Relational LPs and RILLC, hereinafter, the “Reporting Persons”). During the last five years, none of the Reporting Persons has been (i) convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. The business address of each of the Reporting Persons is 12400 High Bluff Drive, Suite 600, San Diego, CA 92130. Messrs. Whitworth and Batchelder are citizens of the United States.

Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Statement is hereby amended and restated as follows: RILLC and the Managed Accounts purchased an aggregate of 9,174,833 Shares for a total consideration (including brokerage commissions) of $130.5 million derived from capital of the Managed Accounts and margin borrowings from certain client margin accounts at Credit Suisse Securities (USA) LLC (“CSSU”). The Relational LPs purchased an aggregate of 52,031,085 Shares for total consideration (including brokerage commissions) of $759.2 million derived from the capital of the Relational LPs and margin borrowings from CSSU for RFP, RCP, RH1 and RH2. Interest on the margin debt balance of the margin accounts described above is charged at the then Federal Funds Rate plus 50 basis points. CSSU has a lien on the Shares held by certain Managed Accounts and those held by RFP, RCP, RH1 and RH2 to secure repayment of the margin borrowings described above.

Item 5.

Interest in Securities of the Issuer

Item 5 of the Statement is hereby amended and restated as follows:

(a) As of the date of this Statement, the Reporting Persons beneficially owned in the aggregate 61,212,653 Shares, constituting 9.24% of the outstanding Shares. The percentages of Shares reported herein are based upon 662,227,774 total Shares outstanding, including 482,540,274 Shares outstanding on May 8, 2008, as set forth in the Issuer’s Form 424B2 filed on May 14, 2008, and 179,687,500 shares issued by the Company in relation to its equity offering on May 16, 2008, as announced in a Company Press Release on May 20, 2008. The Reporting Persons may be deemed to have direct beneficial ownership of the Shares as follows:

NAME	NUMBER OF SHARES	% OF OUTSTANDING SHARES		VOTING AND DISPOSITIVE POWER

RILLC	9,174,833	1.39	%	SOLE

RILP	8,035,031	1.21	%	SOLE

RFP	253,455	0.04	%	SOLE

RCP	556,946	0.08	%	SOLE

RP	190,329	0.03	%	SOLE

RH1	7,901,611	1.19	%	SOLE

RH2	2,572,018	0.39	%	SOLE

RH4	1,876,116	0.28	%	SOLE

RH6	3,085,368	0.47	%	SOLE

RH7	624,815	0.09	%	SOLE

RI III	279,435	0.04	%	SOLE

RI VIII	8,235,765	1.24	%	SOLE

RI IX	3,446,749	0.52	%	SOLE

RI X	6,159,376	0.93	%	SOLE

RI XI	1,595,062	0.24	%	SOLE

RI XV	1,346,110	0.20	%	SOLE

RI XVI	438,657	0.07	%	SOLE

RI XX	1,161,880	0.18	%	SOLE

RI XXII	1,434,890	0.22	%	SOLE

RIA I	2,837,472	0.43	%	SOLE

Ralph V. Whitworth	6,735	0.00	%	SOLE

RILLC, individually and in its capacity as an investment adviser, may be deemed to possess direct beneficial ownership of the 9,174,833 Shares that are owned by it and the Managed Accounts. Additionally, RILLC, as the sole general partner, or sole managing member of the general partner, of each of Relational LPs may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended) the 52,031,085 Shares beneficially owned by the Relational LPs because the limited partnership agreements of the Relational LPs specify that RILLC has sole investment discretion and voting authority with respect to those Shares.

Each of Messrs. Whitworth and Batchelder, as Principals of RILLC, may be deemed to share indirect beneficial ownership of the Shares which RILLC may beneficially own. Each of Messrs. Whitworth and Batchelder disclaims beneficial ownership of such Shares for all other purposes.

To the best of the knowledge of each of the Reporting Persons, other than as set forth above, none of the persons named in Item 2 is the beneficial owner of any Shares.

(b) See item (a) above.

(c) Information concerning transactions in the Shares by the Reporting Persons during the past 60 days and not previously reported is set forth in Exhibit A filed with this Statement.

(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement, except that dividends from, and proceeds from the sale of, the Shares held by accounts managed by RILLC may be delivered to such accounts.

(e) Not applicable.

Item 7	Material to Be Filed as Exhibits
	The following Exhibits are filed herewith:
	Exhibit A – Information concerning transactions in the Shares affected by the Reporting Persons in the last 60 days and not previously reported.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: May 30, 2008

RELATIONAL INVESTORS, L.P.

RELATIONAL FUND PARTNERS, L.P.

RELATIONAL COAST PARTNERS, L.P.

RELATIONAL PARTNERS, L.P.

RH FUND 1, L.P.

RH FUND 2, L.P.

RH FUND 4, L.P.

RH FUND 6, L.P.

RH FUND 7, L.P.

RELATIONAL INVESTORS III, L.P.

RELATIONAL INVESTORS VIII, L.P.

RELATIONAL INVESTORS IX, L.P.

RELATIONAL INVESTORS X, L.P.

RELATIONAL INVESTORS XI, L.P.

RELATIONAL INVESTORS XV, L.P.

RELATIONAL INVESTORS XVI, L.P.

RELATIONAL INVESTORS XX, L.P.

RELATIONAL INVESTORS XXII, L.P.

RELATIONAL INVESTORS Alpha Fund I, L.P.

By:	RELATIONAL INVESTORS, LLC
	as general partner to each, except as the sole managing member of the general partners of Relational Investors III, L.P., Relational Investors X, L.P. and Relational Investors Alpha Fund I, L.P.

		By:	/s/ Ralph V. Whitworth
			Ralph V. Whitworth, Principal

RELATIONAL INVESTORS, LLC

		By:	/s/ Ralph V. Whitworth
			Ralph V. Whitworth, Principal


/s/ Ralph V. Whitworth
Ralph V. Whitworth


/s/ David H. Batchelder
David H. Batchelder

EX-99.A 2 a08-15623_1ex99da.htm EX-99.A

Exhibit 99.A

Exhibit A

TRANSACTIONS BY REPORTING PERSONS SINCE THE LAST FILING

	Purchase or		Transaction	Price per Share (including
Beneficial Ownership	Sale	Quantity	Date	commission)		How Effected
Relational Investors, L.P.	Purchase	157,872	5/21/2008	$	8.11	Open Market
RH Fund 1, L.P.	Purchase	239,025	5/21/2008	$	8.11	Open Market
RH Fund 4, L.P.	Purchase	55,851	5/21/2008	$	8.11	Open Market
RH Fund 6, L.P.	Purchase	125,767	5/21/2008	$	8.11	Open Market
RH Fund 7, L.P.	Purchase	17,503	5/21/2008	$	8.11	Open Market
Relational Investors VIII, L.P.	Purchase	181,454	5/21/2008	$	8.11	Open Market
Relational Investors IX, L.P.	Purchase	78,279	5/21/2008	$	8.11	Open Market
Relational Investors X, L.P.	Purchase	180,420	5/21/2008	$	8.11	Open Market
Relational Investors XV, L.P.	Purchase	40,170	5/21/2008	$	8.11	Open Market
Relational Investors XVI, L.P.	Purchase	23,799	5/21/2008	$	8.11	Open Market
Relational Investors XX, L.P.	Purchase	38,611	5/21/2008	$	8.11	Open Market
Relational Investors XXII, L.P.	Purchase	76,690	5/21/2008	$	8.11	Open Market
Relational Partners, L.P.	Purchase	3,773	5/21/2008	$	8.11	Open Market
Relational Coast Partners, L.P.	Purchase	11,256	5/21/2008	$	8.11	Open Market
Relational Coast Partners, L.P.	Purchase	3,489	5/21/2008	$	8.11	Open Market
Relational Fund Partners, L.P.	Purchase	7,129	5/21/2008	$	8.11	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	88,984	5/21/2008	$	8.11	Open Market
Relational Investors LLC	Purchase	164,329	5/21/2008	$	8.11	Open Market
Relational Investors LLC	Purchase	88,731	5/21/2008	$	8.11	Open Market
Relational Investors LLC	Purchase	16,775	5/21/2008	$	8.11	Open Market
Relational Investors LLC	Purchase	93	5/21/2008	$	8.11	Open Market
Relational Investors, L.P.	Purchase	176,279	5/22/2008	$	8.57	Open Market
RH Fund 1, L.P.	Purchase	259,953	5/22/2008	$	8.57	Open Market
RH Fund 4, L.P.	Purchase	60,888	5/22/2008	$	8.57	Open Market
RH Fund 6, L.P.	Purchase	137,844	5/22/2008	$	8.57	Open Market
RH Fund 7, L.P.	Purchase	19,080	5/22/2008	$	8.57	Open Market
Relational Investors VIII, L.P.	Purchase	202,081	5/22/2008	$	8.57	Open Market
Relational Investors IX, L.P.	Purchase	87,068	5/22/2008	$	8.57	Open Market
Relational Investors X, L.P.	Purchase	195,821	5/22/2008	$	8.57	Open Market

Relational Investors XV, L.P.	Purchase	43,778	5/22/2008	$	8.57	Open Market
Relational Investors XVI, L.P.	Purchase	26,440	5/22/2008	$	8.57	Open Market
Relational Investors XX, L.P.	Purchase	42,217	5/22/2008	$	8.57	Open Market
Relational Investors XXII, L.P.	Purchase	83,103	5/22/2008	$	8.57	Open Market
Relational Partners, L.P.	Purchase	4,212	5/22/2008	$	8.57	Open Market
Relational Coast Partners, L.P.	Purchase	12,484	5/22/2008	$	8.57	Open Market
Relational Coast Partners, L.P.	Purchase	3,842	5/22/2008	$	8.57	Open Market
Relational Fund Partners, L.P.	Purchase	7,876	5/22/2008	$	8.57	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	103,250	5/22/2008	$	8.57	Open Market
Relational Investors LLC	Purchase	179,145	5/22/2008	$	8.57	Open Market
Relational Investors LLC	Purchase	96,747	5/22/2008	$	8.57	Open Market
Relational Investors LLC	Purchase	18,281	5/22/2008	$	8.57	Open Market
Relational Investors LLC	Purchase	97	5/22/2008	$	8.57	Open Market
Relational Investors, L.P.	Purchase	135,176	5/23/2008	$	8.53	Open Market
RH Fund 1, L.P.	Purchase	199,338	5/23/2008	$	8.53	Open Market
RH Fund 4, L.P.	Purchase	46,691	5/23/2008	$	8.53	Open Market
RH Fund 6, L.P.	Purchase	105,703	5/23/2008	$	8.53	Open Market
RH Fund 7, L.P.	Purchase	14,631	5/23/2008	$	8.53	Open Market
Relational Investors VIII, L.P.	Purchase	154,963	5/23/2008	$	8.53	Open Market
Relational Investors IX, L.P.	Purchase	66,767	5/23/2008	$	8.53	Open Market
Relational Investors X, L.P.	Purchase	150,162	5/23/2008	$	8.53	Open Market
Relational Investors XV, L.P.	Purchase	33,571	5/23/2008	$	8.53	Open Market
Relational Investors XVI, L.P.	Purchase	20,275	5/23/2008	$	8.53	Open Market
Relational Investors XX, L.P.	Purchase	32,374	5/23/2008	$	8.53	Open Market
Relational Investors XXII, L.P.	Purchase	63,726	5/23/2008	$	8.53	Open Market
Relational Partners, L.P.	Purchase	3,230	5/23/2008	$	8.53	Open Market
Relational Coast Partners, L.P.	Purchase	9,573	5/23/2008	$	8.53	Open Market
Relational Coast Partners, L.P.	Purchase	2,946	5/23/2008	$	8.53	Open Market
Relational Fund Partners, L.P.	Purchase	6,041	5/23/2008	$	8.53	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	79,176	5/23/2008	$	8.53	Open Market
Relational Investors LLC	Purchase	137,375	5/23/2008	$	8.53	Open Market
Relational Investors LLC	Purchase	74,189	5/23/2008	$	8.53	Open Market
Relational Investors LLC	Purchase	14,018	5/23/2008	$	8.53	Open Market
Relational Investors LLC	Purchase	75	5/23/2008	$	8.53	Open Market
Relational Investors, L.P.	Purchase	135,537	5/27/2008	$	8.62	Open Market
RH Fund 1, L.P.	Purchase	199,871	5/27/2008	$	8.62	Open Market
RH Fund 4, L.P.	Purchase	46,816	5/27/2008	$	8.62	Open Market

RH Fund 6, L.P.	Purchase	105,985	5/27/2008	$	8.62	Open Market
RH Fund 7, L.P.	Purchase	14,670	5/27/2008	$	8.62	Open Market
Relational Investors VIII, L.P.	Purchase	155,376	5/27/2008	$	8.62	Open Market
Relational Investors IX, L.P.	Purchase	66,945	5/27/2008	$	8.62	Open Market
Relational Investors X, L.P.	Purchase	150,563	5/27/2008	$	8.62	Open Market
Relational Investors XV, L.P.	Purchase	33,660	5/27/2008	$	8.62	Open Market
Relational Investors XVI, L.P.	Purchase	20,329	5/27/2008	$	8.62	Open Market
Relational Investors XX, L.P.	Purchase	32,460	5/27/2008	$	8.62	Open Market
Relational Investors XXII, L.P.	Purchase	63,896	5/27/2008	$	8.62	Open Market
Relational Partners, L.P.	Purchase	3,239	5/27/2008	$	8.62	Open Market
Relational Coast Partners, L.P.	Purchase	9,598	5/27/2008	$	8.62	Open Market
Relational Coast Partners, L.P.	Purchase	2,954	5/27/2008	$	8.62	Open Market
Relational Fund Partners, L.P.	Purchase	6,056	5/27/2008	$	8.62	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	79,387	5/27/2008	$	8.62	Open Market
Relational Investors LLC	Purchase	137,741	5/27/2008	$	8.62	Open Market
Relational Investors LLC	Purchase	74,386	5/27/2008	$	8.62	Open Market
Relational Investors LLC	Purchase	14,056	5/27/2008	$	8.62	Open Market
Relational Investors LLC	Purchase	75	5/27/2008	$	8.62	Open Market
Relational Investors, L.P.	Purchase	50,065	5/28/2008	$	8.65	Open Market
Relational Investors, L.P.	Purchase	165,216	5/28/2008	$	8.58	Open Market
RH Fund 1, L.P.	Purchase	73,831	5/28/2008	$	8.65	Open Market
RH Fund 1, L.P.	Purchase	243,638	5/28/2008	$	8.58	Open Market
RH Fund 4, L.P.	Purchase	17,293	5/28/2008	$	8.65	Open Market
RH Fund 4, L.P.	Purchase	57,067	5/28/2008	$	8.58	Open Market
RH Fund 6, L.P.	Purchase	39,149	5/28/2008	$	8.65	Open Market
RH Fund 6, L.P.	Purchase	129,193	5/28/2008	$	8.58	Open Market
RH Fund 7, L.P.	Purchase	5,419	5/28/2008	$	8.65	Open Market
RH Fund 7, L.P.	Purchase	17,883	5/28/2008	$	8.58	Open Market
Relational Investors VIII, L.P.	Purchase	57,394	5/28/2008	$	8.65	Open Market
Relational Investors VIII, L.P.	Purchase	189,399	5/28/2008	$	8.58	Open Market
Relational Investors IX, L.P.	Purchase	24,728	5/28/2008	$	8.65	Open Market
Relational Investors IX, L.P.	Purchase	81,604	5/28/2008	$	8.58	Open Market
Relational Investors X, L.P.	Purchase	55,616	5/28/2008	$	8.65	Open Market
Relational Investors X, L.P.	Purchase	183,532	5/28/2008	$	8.58	Open Market
Relational Investors XV, L.P.	Purchase	12,434	5/28/2008	$	8.65	Open Market
Relational Investors XV, L.P.	Purchase	41,031	5/28/2008	$	8.58	Open Market
Relational Investors XVI, L.P.	Purchase	7,509	5/28/2008	$	8.65	Open Market

Relational Investors XVI, L.P.	Purchase	24,780	5/28/2008	$	8.58	Open Market
Relational Investors XX, L.P.	Purchase	11,990	5/28/2008	$	8.65	Open Market
Relational Investors XX, L.P.	Purchase	39,568	5/28/2008	$	8.58	Open Market
Relational Investors XXII, L.P.	Purchase	23,602	5/28/2008	$	8.65	Open Market
Relational Investors XXII, L.P.	Purchase	77,887	5/28/2008	$	8.58	Open Market
Relational Partners, L.P.	Purchase	1,196	5/28/2008	$	8.65	Open Market
Relational Partners, L.P.	Purchase	3,948	5/28/2008	$	8.58	Open Market
Relational Coast Partners, L.P.	Purchase	3,546	5/28/2008	$	8.65	Open Market
Relational Coast Partners, L.P.	Purchase	11,700	5/28/2008	$	8.58	Open Market
Relational Coast Partners, L.P.	Purchase	1,091	5/28/2008	$	8.65	Open Market
Relational Coast Partners, L.P.	Purchase	3,601	5/28/2008	$	8.58	Open Market
Relational Fund Partners, L.P.	Purchase	2,236	5/28/2008	$	8.65	Open Market
Relational Fund Partners, L.P.	Purchase	7,382	5/28/2008	$	8.58	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	29,324	5/28/2008	$	8.65	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	96,770	5/28/2008	$	8.58	Open Market
Relational Investors LLC	Purchase	50,880	5/28/2008	$	8.65	Open Market
Relational Investors LLC	Purchase	167,902	5/28/2008	$	8.58	Open Market
Relational Investors LLC	Purchase	27,477	5/28/2008	$	8.65	Open Market
Relational Investors LLC	Purchase	90,675	5/28/2008	$	8.58	Open Market
Relational Investors LLC	Purchase	5,192	5/28/2008	$	8.65	Open Market
Relational Investors LLC	Purchase	17,133	5/28/2008	$	8.58	Open Market
Relational Investors LLC	Purchase	28	5/28/2008	$	8.65	Open Market
Relational Investors LLC	Purchase	91	5/28/2008	$	8.58	Open Market
Relational Investors, L.P.	Purchase	16,622	5/29/2008	$	8.89	Open Market
Relational Investors, L.P.	Purchase	58,176	5/29/2008	$	8.98	Open Market
RH Fund 1, L.P.	Purchase	24,513	5/29/2008	$	8.89	Open Market
RH Fund 1, L.P.	Purchase	85,788	5/29/2008	$	8.98	Open Market
RH Fund 4, L.P.	Purchase	5,741	5/29/2008	$	8.89	Open Market
RH Fund 4, L.P.	Purchase	20,095	5/29/2008	$	8.98	Open Market
RH Fund 6, L.P.	Purchase	12,998	5/29/2008	$	8.89	Open Market
RH Fund 6, L.P.	Purchase	45,492	5/29/2008	$	8.98	Open Market
RH Fund 7, L.P.	Purchase	1,799	5/29/2008	$	8.89	Open Market
RH Fund 7, L.P.	Purchase	6,297	5/29/2008	$	8.98	Open Market
Relational Investors VIII, L.P.	Purchase	19,055	5/29/2008	$	8.89	Open Market
Relational Investors VIII, L.P.	Purchase	66,691	5/29/2008	$	8.98	Open Market
Relational Investors IX, L.P.	Purchase	8,210	5/29/2008	$	8.89	Open Market
Relational Investors IX, L.P.	Purchase	28,734	5/29/2008	$	8.98	Open Market

Relational Investors X, L.P.	Purchase	18,464	5/29/2008	$	8.89	Open Market
Relational Investors X, L.P.	Purchase	64,625	5/29/2008	$	8.98	Open Market
Relational Investors XV, L.P.	Purchase	4,128	5/29/2008	$	8.89	Open Market
Relational Investors XV, L.P.	Purchase	14,448	5/29/2008	$	8.98	Open Market
Relational Investors XVI, L.P.	Purchase	2,493	5/29/2008	$	8.89	Open Market
Relational Investors XVI, L.P.	Purchase	8,726	5/29/2008	$	8.98	Open Market
Relational Investors XX, L.P.	Purchase	3,981	5/29/2008	$	8.89	Open Market
Relational Investors XX, L.P.	Purchase	13,933	5/29/2008	$	8.98	Open Market
Relational Investors XXII, L.P.	Purchase	7,836	5/29/2008	$	8.89	Open Market
Relational Investors XXII, L.P.	Purchase	27,426	5/29/2008	$	8.98	Open Market
Relational Partners, L.P.	Purchase	397	5/29/2008	$	8.89	Open Market
Relational Partners, L.P.	Purchase	1,390	5/29/2008	$	8.98	Open Market
Relational Coast Partners, L.P.	Purchase	1,177	5/29/2008	$	8.89	Open Market
Relational Coast Partners, L.P.	Purchase	4,120	5/29/2008	$	8.98	Open Market
Relational Coast Partners, L.P.	Purchase	362	5/29/2008	$	8.89	Open Market
Relational Coast Partners, L.P.	Purchase	1,268	5/29/2008	$	8.98	Open Market
Relational Fund Partners, L.P.	Purchase	741	5/29/2008	$	8.89	Open Market
Relational Fund Partners, L.P.	Purchase	2,600	5/29/2008	$	8.98	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	9,736	5/29/2008	$	8.89	Open Market
Relational Investors Alpha Fund I, L.P.	Purchase	34,075	5/29/2008	$	8.98	Open Market
Relational Investors LLC	Purchase	16,892	5/29/2008	$	8.89	Open Market
Relational Investors LLC	Purchase	59,122	5/29/2008	$	8.98	Open Market
Relational Investors LLC	Purchase	9,122	5/29/2008	$	8.89	Open Market
Relational Investors LLC	Purchase	31,929	5/29/2008	$	8.98	Open Market
Relational Investors LLC	Purchase	1,724	5/29/2008	$	8.89	Open Market
Relational Investors LLC	Purchase	6,033	5/29/2008	$	8.98	Open Market
Relational Investors LLC	Purchase	9	5/29/2008	$	8.89	Open Market
Relational Investors LLC	Purchase	32	5/29/2008	$	8.98	Open Market

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