SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

ROHR JAMES E

(Last)

(First)

(Middle)

ONE PNC PLAZA

249 FIFTH AVENUE

(Street)

PITTSBURGH

15222-2707

(City)

(State)

(Zip)

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
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2008

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
$5 Par Common Stock	07/24/2008		J⁽¹⁾	V	5	A	$69.92	500	I	Custodian Account/PUTMA⁽²⁾
$5 Par Common Stock	04/24/2008		J⁽³⁾	V	16	A	$65.955	34,052	I	401(k) Plan
$5 Par Common Stock	07/24/2008		J⁽³⁾	V	321	A	$69.92	34,373	I	401(k) Plan
$5 Par Common Stock	08/11/2008		M		26,541	A	$69.38	445,617	D
$5 Par Common Stock	08/11/2008		M		40,316	A	$52.105	485,933	D
$5 Par Common Stock	08/11/2008		M		28,559	A	$53.095	514,492	D
$5 Par Common Stock	08/11/2008		M		26,768	A	$65.55	541,260	D
$5 Par Common Stock	08/11/2008		S		95,643	D	$72.271⁽⁴⁾	445,617	D
$5 Par Common Stock	08/11/2008		S		26,541	D	$72.8804⁽⁵⁾	419,076	D
$5 Par Common Stock								58,200	I	By Spouse⁽²⁾
$5 Par Common Stock								3,555	I	By GRAT⁽²⁾

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right-to-Buy) Reload Option	$69.38	08/11/2008		M			26,541	11/17/2007	02/17/2009	$5 Par Common Stock	26,541	$0.00	0	D
Employee Stock Option (Right-to-Buy)	$52.105	08/11/2008		M			40,316	10/27/2005	01/31/2010	$5 Par Common Stock	40,316	$0.00	0	D
Employee Stock Option (Right-to-Buy)	$53.095	08/11/2008		M			28,559	10/28/2004	01/06/2010	$5 Par Common Stock	28,559	$0.00	0	D
Employee Stock Option (Right-to-Buy)	$65.55	08/11/2008		M			26,768	08/30/2002	02/17/2009	$5 Par Common Stock	26,768	$0.00	0	D

Explanation of Responses:

1. Dividend reinvestment shares acquired.

2. The reporting person disclaims ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

3. Dividend reinvestment shares acquired under the PNC Incentive Savings Plan.

4. Represents the weighted average price of shares sold with actual prices ranging from $71.880 to $72.640. Upon a request from the staff of the SEC, the issuer, or a security holder of the issuer, the reporting person undertakes to provide full information regarding the number of shares sold at each separate price.

5. Represents the weighted average price of shares sold with actual prices ranging from $72.80 to $73.050. Upon a request from the staff of the SEC, the issuer, or a security holder of the issuer, the reporting person undertakes to provide full information regarding the number of shares sold at each separate price.

Remarks:

	Lori A. Hasselman, Attorney-in-Fact for James E. Rohr	08/12/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.