AMBANC HOLDING CO INC
8-K, 1998-06-12
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                       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 June 5, 1998                       
                                                                                
                                                                                
                             AMBANC HOLDING CO., INC.                           
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             (Exact name of Registrant as specified in its Charter)             
                                                                                
                                                                                
         Delaware                      0-27036                  14-1783770      
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(State or other jurisdiction     (Commission File No.)        (IRS Employer     
      of incorporation)                                     Identification No.) 
                                                                                
                                                                                
 11 Division Street, Amsterdam, New York                              12010-4303
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(Address of principal executive offices)                              (Zip Code)
                                                                                
                                                                                
       Registrant's telephone number, including area code: (518) 842-7200       
                                                            --------------------
                                                                                
                                       N/A                                      
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         (Former name or former address, if changed since last report)          
                                                                                
                                                                                
<PAGE>                                                                          
                                                                                
                                                                                
Item 5. Other Events                                                            
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     On June 5, 1998, the Registrant issued the press release attached hereto as
Exhibit 99  announcing  its second  favorable  court  decision  in eight days in
stockholder suit.
                                                                                
                                               
Item 7. Financial Statements and Exhibits                                       
- -----------------------------------------                                       
                                                                                
     (c)  Exhibits                                                              
                                                                                
     The  Exhibits  referred  to in  Item 5 of this  Report  and  listed  on the
accompanying Exhibit Index are filed as part of this Report and are incorporated
herein by reference.                                                            
                                                                                
<PAGE>                                                                          
                                                                                
                                   SIGNATURES                                   
                                                                                
     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 thereunto duly authorized.                                          
                                                                                
                            AMBANC HOLDING CO., INC.                            
                                                                                
                                                                                
                                                                                
Date:     June 5, 1998                  By:  
      ---------------------------           ---------------------------------   
                                            Robert J. Brittain                  
                                            President & Chief Executive Officer 
                                                                                
<PAGE>                                                                          
                                                                                
                                                                                
Exhibit                                                                         
Number                            Description                                   
- -------        ---------------------------------------------------              
                                                                                
  99           Press release dated June 5, 1998                      
                                                                                
                             
                                                                                
                                                                          
                                                                                
                                                                                

                              FOR IMMEDIATE RELEASE

Contact:
Robert J. Brittain, President and CEO                                        
Tel:(518) 842-7200
Fax:(518) 842-7500
Harold A. Baylor, Jr.,  Vice Pres., CFO, and Treas.
Tel:(518) 842-7200
Fax:(518) 842-1688


            Ambanc Holding Co., Inc. Announces Second Favorable Court
                   Decision in Eight Days in Stockholder Suit


     Amsterdam, N.Y., (June 5, 1998) Ambanc Holding Co., Inc. announced that for
the second time in eight days the federal district court for the middle district
of Pennsylvania  denied a request by Seymour Holtzman,  a stockholder of Ambanc,
for an injunction  preventing the holding of the annual stockholders  meeting of
the company now set for June 12, 1998.  The Company had adjourned the meeting of
May 22,  1998,  in order to provide  stockholders  with  additional  information
regarding both the Company's  proposed merger with AFSALA Bancorp,  Inc. and Mr.
Holtzman's  lawsuit and the resulting  court  decision  rejecting his request to
enjoin the May 22, 1998 meeting.

     Robert Brittain,  President of Ambanc,  said "We have prevailed in court in
both  actions  and now  look  forward  to  reconvening  our  annual  meeting  of
stockholders on June 12, 1998. While  prevailing in court, we have  nevertheless
tried to satisfy Mr. Holtzman's concerns,  as we would with any shareholder.  We
hope that the dispute is ended."


                                  
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