8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 22, 2005

POPULAR, INC.

(Exact name of registrant as specified in its charter)

COMMONWEALTH OF PUERTO RICO	0-13818	66-0416582
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification Number)
209 MUNOZ RIVERA AVENUE HATO REY, PUERTO RICO		00918
(Address of principal executive offices)		(Zip code)

(787) 765-9800

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 . Regulation FD Disclosure

The executive officers of Popular, Inc. intend to use the materials filed herewith, in whole or in part, in one or more meetings with investors and analysts. A copy of the investor presentation is attached hereto as Exhibit 99.1.

Popular, Inc. does not intend for this Item 7.01 including Exhibit 99.1 to be treated as “filed” under the Securities Act of 1934, as amended, or incorporated by reference into its filings under the Securities Exchange Act of 1933, as amended.

Item 9.01.Financial Statements and Exhibits

The following exhibit shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended.

Exhibit 99.1-Investor Presentation

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		POPULAR, INC. (Registrant)
Date: July 22, 2005	By: /s/ Ileana Gonzalez
	Ileana Gonzalez
	Senior Vice President and Comptroller

EXHIBIT INDEX

Exhibit Number	Description
99.1	Investor Presentation

EX-99.1

Exhibit 99.1

Investor Presentation Keefe, Bruyette & Woods, Inc. As of June 30, 2005

FORWARD LOOKING STATEMENTS Statements contained in this Presentation that are not based on current or historical fact are forward-looking in nature. Such forward-looking statements are based on current plans, estimates and expectations and are made pursuant to the Private Securities Litigation Reform Act of 1995. Forward- looking statements are based on known and unknown risks, assumptions, uncertainties and other factors. The Company's actual results, performance, or achievements may differ materially from any future results, performance, or achievements expressed or implied by such forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statement. The financial information included in this presentation for the second quarter of 2005 is based on preliminary unaudited data and is subject to change.

COMPELLING INVESTMENT OPPORTUNITY Pan-American financial institution with market share dominance and strong brand recognition Strong growth fundamentals and market demographics Diverse revenue sources Strong management team Stock trades at discount to U.S. peers

1 year 5 years 10 years 15 years 20 years 25 years 31.21 18.2 26.83 20.7 21.6 18.86 Note: All calculations from 12/31/1979 to 12/31/04 including dividend and dividend reinvestments Best in Class Returns to Shareholders Stock Price Appreciation Total Return Including Dividend 1988 1989 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 BPOP 111 134.5 100 120.25 189.06 196.88 175.78 242.19 421.88 618.75 850 698.45 657.81 727 845 1121.25 1198.1 S&P Bank Index 89.12 49.2 32.95 51.39 64.89 69.31 63.25 97.36 133.06 188.44 195.72 164.4 189.52 184.14 177 217.27 290.57 S&P 500 Index 114.68 145.93 136.36 172.23 179.92 192.61 189.65 254.34 305.88 400.72 507.59 606.7 545.19 474.06 363.21 459.15 468.76 1,198% 469% 291%

REPORTED HISTORICAL EPS 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005E* 0.42 0.46 0.53 0.67 0.75 0.83 0.92 0.99 1.09 1.31 1.74 1.79 1.9 (US $) * Based on IBES consensus estimates 7/20/05 Ten-Year CAGR: 15.60% Projected Long-Term Growth of 9.20% vs. Peer Median of 8.68%*

POPULAR AT A GLANCE Founded in 1893 Diversified financial services and transaction processing company. Operations in Puerto Rico, the Caribbean, the mainland United States and Central America. Largest Puerto Rican financial institution and Largest Hispanic bank in the United States. 29th largest U.S. bank holding company (as of 3/31/05). Leader in ATH/POS electronic data processing in the Caribbean. $46.0 billion in assets, $23.0 billion in deposits and $3.3 billion of equity as of 6/30/05.

POPULAR'S STRATEGIC OBJECTIVES POPULAR'S STRATEGIC OBJECTIVES Puerto Rico Strengthen our competitive position in our main market by offering the best and most complete financial services in an efficient and convenient manner. Our services will respond to the needs of all segments of the market in order to earn their trust, satisfaction and loyalty. United States Expand our franchise in the United States by offering the most complete financial services to the communities we serve while capitalizing on our strengths in the Hispanic market. Processing Provide added value by offering integrated technology solutions and transaction processing. Continue to deliver best in class returns to our shareholders

PUERTO RICO HIGHLIGHTS 2004 Puerto Rico participates in the U.S. Judicial system and courts Nationality and currency are U.S. All Puerto Rican public companies trade in U.S. markets and are regulated by U.S. institutions Country Risk = U.S. Risk Source: Government Development Bank of Puerto Rico *Finance, insurance, and real estate

BANCO POPULAR DE PUERTO RICO Leading Market Share 3/31/05 23.3% in loans 32.0% in deposits* As of 6/30/05: $25.1 billion in assets $14.8 billion in deposits 5,214 employees * Excludes brokered deposits Leading financial institution on the island with 192 local branches

Non-Banking Subsidiaries as of 6/30/05 PUERTO RICO FORTRESS $21.8 MM Annual Revenues for 2004 2 Offices & Presence at some BPPR branches 178 Employees $1.4 Billion Annual Originations in 2004 $1,172 Million in Total Assets 31 Offices 470 Employees $7.4 Billion in Deals during 2004 $3.3 Billion Assets under Management 11 Offices Retail presence at all BPPR branches (43 Rep's.) 126 Employees $206 Million in Total Assets 38 Offices and 7 Mortgage Centers 298 Employees $1,679 Million in Total Assets 16 Branches 385 Employees $3.6 Billion Assets under Management (Division of BPPR) Annual Revenues - $8.1 Million for 2004

UNITED STATES MAINLAND OPERATIONS US Distribution System: Banco Popular North America: 136 branches in NY, CA, TX, NJ, FL and IL; Popular Financial Holdings (Equity One): 198 offices in 28 states. Popular Cash Express: 112 stores in 6 states. Popular Leasing USA: 9 offices in 9 states. Our presence is concentrated in the fastest growing markets in the U.S. and we successfully target the attractive Hispanic demographic. Among the top lenders under Small Business Administration (SBA) Program. Total assets in the mainland amounted to $19.8 billion as of 6/30/05, representing approximately 43% of total corporate assets.

Popular Targets the Faster Growing Markets in the U.S. 1990 2000 2004 2007 East 22.3 35.3 37 40.4 Non-Hispanic Hispanic California 0.58 0.42 Non-Hispanic Hispanic Chicagoland Area 0.8 0.2 Non-Hispanic Hispanic Texas 0.58 0.42 Growth in Hispanic Population** (in millions) Non-Hispanic Hispanic NY Metro 0.73 0.27 NY Metro Chicago and Area Non-Hispanic Hispanic Florida 0.49 0.51 Southern California Florida Texas * Claritas projections for 2006 ** Census Bureau figures Popular is a Differentiated Play Driven by Dramatic Growth in the Hispanic Population... ....And Benefits from a Concentrated Hispanic Presence in Target Markets*

POPULAR NORTH AMERICA as of 6/30/05 Non-Banking Operations Banking Operations California $2,981MM Total Assets 45 Branches 372 Employees New Jersey $882MM Total Assets 14 Branches 99 Employees Florida $1,795MM Total Assets 18 Branches 350 Employees Texas $995MM Total Assets 7 Branches 108 Employees Illinois $1,991MM Total Assets 20 Branches 549 Employees New York $2,902MM Total Assets 32 Branches 561 Employees Total BPNA as of 6/30/05 $11,546 MM Total Assets 136 Branches 2,039 Employees $4.6 Billion Annual Originations in 2004 Assets - $8,077 Million Offices - 198 in 28 States Employees - 1,694 $28.4 Million Annual Revenues for 2004 Offices - 112 in 6 States Employees - 367 Assets - $424 Million Offices - 9 in 9 States Employees - 87 Annual Revenues - $5.4 Million for 2004 Employees - 34 Assets - $109 Million U.S.A. F.S. $10.3 Billion in Deals during 2004 $45 Million Assets under Management 1 Office 18 Employees

PROCESSING Popular is a leader in electronic data processing throughout the Caribbean Basin... throughout the Caribbean Basin... throughout the Caribbean Basin... Serving clients in: Puerto Rico United States Dominican Republic Costa Rica Venezuela Haiti El Salvador Honduras Bermuda Belize Nicaragua $103.6M revenues as of 6/30/05 377M Transactions processed as of 6/30/05 7 Offices 1,640 Employees As of 12/31/04.

PROCESSING STRATEGY Build EVERTEC into a full service 3rd party provider with a dominant presence in the Caribbean basin and significant penetration of the small business merchant processing and U.S. community banking niches. Expand Popular's 20 years of experience in ATH/POS Networks to Central America Penetrate the U.S. market focusing on financial transaction processing and merchant processing Invest significantly in new technology platforms Main initiatives

Continuing Diversification Revenues by Geographical Area 2004 1999 Other US PR 1999 5 25 70 Other US PR 2004 0.034 0.3263 0.6432 Net Income by Business Line 2004 1999 Commercial Banking Mortgage & Consumer Lending Auto Lease Financing Other 0.88 0.08 0.05 -0.01 * The "Other" category includes all holding companies and non-banking subsidiaries which provide insurance agency services and reinsurance, retail financial services, broker/dealer and investment banking services, as well as those providing information technology and ATM and data processing services. Commercial Banking Mortgage & Consumer Lending Auto Lease Financing Other 0.76 0.18 0.04 0.04

1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 72 100.7 141.9 189.6 386.2 420.3 442.3 516 573 646.5 Pan-American Revenue Growth * Revenues exclude $19.7 and $18.7 million in derivative losses for 2001 and 2002, respectively. Seven-Year CAGR (1998 - 2004): 24.19% * ($ Millions) *

(1) Non-interest expense divided by net interest income plus recurring non-interest income, including trading profit (loss) from the mortgage business. (2) Taxable equivalent (3) As of 03/31/05 Solid Financial Performance Net Interest Margin* Return on Equity Popular Peers 2001 14.8 12.99 2002 16.3 15.86 2003 19.3 15.71 2004 17.6 16.2 2Q 2005 17.06 16.29 Popular Peers 2001 4.33 3.98 2002 4.19 4.17 2003 4.28 3.79 2004 3.95 3.61 2Q2005 3.59 3.55 Popular Peers (3)

Increasing Non-Interest Income Total Non-Interest Income for 2004: $593.5* million 5 Year CAGR 1999 - 2004: 9.7% ($ in millions) *Excludes gain on sale of investment securities

Total Loans for 2004: $28.7 billion (65% of total assets as of 12/31/04) 5 Year CAGR 1999 - 2004: 14.01% Loan Portfolio ($ millions)

Asset Quality (1) In 2003, 2004 & 6/30/05, residential mortgages represented 56%, 64% and 62% of NPA, respectively. (2) Excludes loans held for sale. Recalculating Credit Quality Ratios Excluding Residential Mortgages and FASB 114 Assets

Interest Only Strips ("IO's") and Mortgage Servicing Rights ("MSR's") For the second quarter of 2005, gains of $29.1 million have been realized on the securitization transactions that met the sale criteria under SFAS No. 140. The Corporation also does securitization transactions that do not meet the SFAS No. 140 criteria for sales accounting and as such, these transactions are accounted for as secured borrowings. Balances of IO's and MSR's for the following periods were: ($ thousands) 12/31/2004 6/30/2005 IO's $ 60,008 $ 102,304 MSR's 53,431 88,211 Total $ 113,439 $ 190,515 The Corporation intends to continue accessing the asset-backed securitization market, through sales or financing transactions throughout the year.

Diversified Funding Sources Deposit Composition Total Funding Composition* *Figures as of 6/30/05 Total=$45.4 Billion Total=$23 Billion

All figures as of 03/31/05 Leverage Tier 1 Total Capital 8.12 7.46 5.00 11.49 11.56 12.77 10.00 6.00 8.00 4.00 4.00 7.82 Strong Capital Position

Popular Represents a Compelling Opportunity for Investors Seeking a Growth Financial Services Company Strong Growth Fundamentals and Market Demographics Pan-American Financial Institution With Market Share Dominance & Strong Brand Recognition Diverse Revenue Sources Strong geographic diversification consisting of Puerto Rico, the U.S. and the Caribbean; nearly 1/3 of revenue is generated within the U.S. Largest financial institution in Puerto Rico and largest Hispanic bank in the U.S. Strong brand recognition in Puerto Rico and Hispanic communities in the U.S. Leading niche mortgage lender in the U.S. through Popular Financial Holding subsidiary Leader in ATH/POS services and electronic data processing throughout the Caribbean Diverse business mix including retail banking, commercial, mortgage and auto lending, electronic data processing, insurance, asset management and investment banking Projected L/T growth rate faster than peer group average (9.20% vs. 8.68%)* 5 year CAGR for core EPS significantly exceeds peers (14.2% vs. 7.9%) Targeted Hispanic population represents one of the fastest growing segments in the U.S., with market demographics well above national averages Continued plans for U.S. expansion within existing attractive footprint Proven track record of delivering strong financial performance Focused on continued EPS growth through U.S. and Caribbean expansion initiatives, and maintenance of competitive position in Puerto Rico History of effectively utilizing excess capital and successfully implementing strategic goals Healthy asset quality supported by prudent underwriting and management oversight Strong Management Team Stock Trades at a multiple comparable to U.S. Peers Popular trades at a multiple comparable to that of its U.S. peers, despite its faster long-term projected growth rate Puerto Rican banks typically trade at a discount to U.S. peers as investor misconceptions of Puerto Rico often overshadow the superior shareholder value generated Low institutional investor visibility Lack of equity research coverage * Based on IBES consensus estimates