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*
BONITATIBUS PAUL J

(Last) (First) (Middle)
PRESIDENT, CONSUMER & BUS BNKG
HIBERNIA NATIONAL BANK, P. O. BOX 61540

(Street)
NEW ORLEANS LA 70161

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HIBERNIA CORP [ HIB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Pres, Consumer & Bus Banking
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2005
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)
Code V Amount (A) or (D) Price
Common Stock 06/02/2005 M 15,000 A $10.1875 40,481 D
Common Stock 06/02/2005 M 20,000 A $13.4375 60,481 D
Common Stock 06/02/2005 M 22,500 A $16.0938 82,981 D
Common Stock 06/02/2005 M 28,000 A $9.9063 110,981 D
Common Stock 06/02/2005 M 30,000 A $13.47 140,981 D
Common Stock 06/02/2005 S 14,000 D $32 126,981 D
Common Stock 06/02/2005 S 40,800 D $32.04 86,181 D
Common Stock 06/02/2005 S 17,100 D $32.05 69,081 D
Common Stock 06/02/2005 S 9,100 D $32.06 59,981 D
Common Stock 06/02/2005 S 2,100 D $32.07 57,881 D
Common Stock 06/02/2005 S 100 D $32.08 57,781 D
Common Stock 06/02/2005 S 15,500 D $32.09 42,281 D
Common Stock 06/02/2005 S 100 D $32.1 42,181 D
Common Stock 06/02/2005 S 9,900 D $32.11 32,281 D
Common Stock 06/02/2005 S 2,400 D $32.12 29,881 D
Common Stock 06/02/2005 S 2,700 D $32.13 27,181 D
Common Stock 06/02/2005 S 700 D $32.14 26,481 D
Common Stock 06/02/2005 S 600 D $32.15 25,881 D
Common Stock 06/02/2005 S 400 D $32.16 25,481 D
Common Stock 3,561.35 I by ESOP(1)
Common Stock 1,454.1209 I by Ret Security Plan(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $9.9063 06/02/2005 M 28,000 (3) 01/25/2010 Common Stock 28,000 $9.9063 0 D
Non-Qualified Stock Option (right to buy) $10.1875 06/02/2005 M 15,000 (4) 03/18/2006 Common Stock 15,000 $10.1875 0 D
Non-Qualified Stock Option (right to buy) $13.4375 06/02/2005 M 20,000 (5) 01/27/2007 Common Stock 20,000 $13.4375 0 D
Non-Qualified Stock Option (right to buy) $13.47 06/02/2005 M 30,000 (6) 01/23/2011 Common Stock 30,000 $13.47 0 D
Non-Qualified Stock Option (right to buy) $16.0938 06/02/2005 M 22,500 (7) 01/26/2009 Common Stock 22,500 $16.0938 0 D
Non-Qualified Stock Option (right to buy) $17.955 (8) 01/28/2012 Common Stock 50,000 50,000 D
Non-Qualified Stock Option (right to buy) $18.2813 (9) 01/27/2008 Common Stock 12,500 12,500 D
Non-Qualified Stock Option (right to buy) $18.525 (10) 01/27/2013 Common Stock 45,000 45,000 D
Non-Qualified Stock Option (right to buy) $23.23 (11) 01/26/2014 Common Stock 45,000 45,000 D
Non-Qualified Stock Option (right to buy) $26.35 (12) 01/24/2015 Common Stock 45,000 45,000 D
Phantom Stock (13) (14) (14) Common Stock 1,125.0678 1,125.0678 D
Explanation of Responses:
1. Represents number of shares beneficially owned as of December 31, 2004, based on information from the plan record keeper.
2. Represents number of shares beneficially owned as of May 31, 2005, based on information from the plan record keeper.
3. This option becomes exercisable as to 14,000 shares on January 25, 2002, an additional 7,000 shares on January 25, 2003 and the remaining 7,000 shares on January 25, 2004, except that, in the event of change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
4. This option became exercisable as to 7,500 shares on March 18, 1998, an additional 3,750 shares on March 18, 1999 and the remaining 3,750 shares on March 18, 2000, except that, in the event of change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
5. This option becomes exercisable as to 10,000 shares on January 27, 1999, an additional 5,000 shares on January 27, 2000 and the remaining 5,000 shares on January 27, 2001, except that, in the event of change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
6. This option becomes exercisable as to 15,000 shares on January 23, 2003, an additional 7,500 shares on January 23, 2004 and the remaining 7,500 shares on January 23, 2005, except that, in the event of a change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
7. This option becomes exercisable as to 11,250 shares on January 26, 2001, an additional 5,625 shares on January 26, 2002 and the remaining 5,625 shares on January 26, 2003, except that, in the event of change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
8. This option becomes exercisable as to 25,000 shares on January 28, 2004, an additional 12,500 shares on January 28, 2005 and the remaining 12,500 shares on January 28, 2006, except that, in the event of a change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
9. This option becomes exercisable as to 6,250 shares on January 27, 2000, an additional 3,125 shares on January 27, 2001 and the remaining 3,125 shares on January 27, 2002, except that, in the event of change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
10. This option becomes exercisable as to 22,500 shares on January 27, 2005, an additional 11,250 shares on January 27, 2006, and the remaining 11,250 shares on January 27, 2007, except that, in the event of a change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
11. This option becomes exercisable as to 22,500 shares on January 26, 2006, an additional 11,250 shares on January 26, 2007 and the remaining 11,500 shares on January 26, 2008, except that, in the event of a change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
12. This option becomes exercisable as to 22,500 shares on January 24, 2007, an additional 11,250 shares on January 24, 2008, and the remaining 11,250 shares on January 24, 2009, except that, in the event of a change of control of Hibernia Corporation, the option will be exercisable immediately as to all shares.
13. 1 for 1
14. The units (which were allocated under a nonqualified deferred compensation plan) are to be settled in cash pursuant to the reporting person's payment election. Units are generally payable after termination of employment in the form of a single sum payment or installments over a period of not more than 20 years.
By: /s/ Cathy E. Chessin For: Paul J. Bonitatibus 06/06/2005
** 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.