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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

VIZCARRONDO JULIO E JR

(Last)

(First)

(Middle)

PO BOX 362708

(Street)

SAN JUAN

00936-2708

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
POPULAR INC [ BPOP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/31/2003

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)
Common Stock Par Value $6 per share	10/30/2003	10/31/2003	M		94	A	$34.87	211,261	D
Common Stock Par Value $6 per share								806,256	I	Note 2⁽¹⁾
Common Stock Par Value $6 per share								142,618	I	Note 3⁽²⁾
Common Stock Par Value $6 per share								1,436	I	Note 4⁽³⁾
Common Stock Par Value $6 per share								120,000	I	Note 5⁽⁴⁾
Preferred Stock, 2003 Series A								7,272	I	Note 1⁽⁵⁾
Preferred Stock, 2003 Series A								8,000	I	Note 3⁽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)
Stock Option (Right to buy)	$34.87	10/30/2003	10/31/2003	M			94	08/09/2003	08/08/2011	Common Stock Par Value $6 per share	94	$34.87	282⁽⁶⁾	D

Explanation of Responses:

1. Mr. Vizcarrondo's wife owns 18.18% in Junior Investment Corp., which owns 4,434,846.00 shares of Popular, Inc. at the end of July 17, 2003.

2. As trustee of DMI Pension Trust. Mr. Vizcarrondo disclaims beneficial ownership of these shares.

3. Owned by Vicar Enterprises, Inc. which shares are held in trust for the benefit of Mr. Vizcarrondo's children. Mr. Vizcarrondo d isclaims beneficial ownership of these shares.

4. Shares belonging to the estate of Mr. Julio Vizcarrondo, Sr. over which Mr. Vizcarrondo, Jr. has investment power, but disclaims beneficial ownership, except for 80,000.00 shares, which Mr. Vizcarrondo, Jr. will inherite ones the estate is divided and distributed.

5. Mr. Vizcarrondo's wife owns 18.18% in Junior Investment Corp., which owns 40,000.00 preferred stocks of Popular, Inc.

6. Mr. Vizcarrondo owns 5,449 Stock Options of Popular, Inc.

Remarks:

	Julio E. Vizcarrondo, Jr.	10/31/2003
	** 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.