PEEKSKILL FINANCIAL CORP
8-K, 1999-01-29
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 (Date of earliest event reported)
                                January 29, 1999




                         PEEKSKILL FINANCIAL CORPORATION
             (Exact name of Registrant as specified in its Charter)




Delaware                       0-27178                        13-3858258
(State or other         (Commission File No.)               (IRS Employer
 jurisdiction of                                                 Identification
 incorporation)                                                     Number)




                  1019 Park Street, Peekskill, New York 10566
- --------------------------------------------------------------------------------
              (Address of principal executive offices) (Zip Code)




       Registrant's telephone number, including area code: (914) 737-2777


                                       N/A
          (Former name or former address, if changed since last report)


<PAGE>



Item 5.  Other Events

     On January 29, 1999, the Registrant issued the attached press release.

Item 7.  Financial Statements and Exhibits

         (a)      Exhibits

                  99. Press release, dated January 29, 1999.





<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.


                         PEEKSKILL FINANCIAL CORPORATION




Date: January 29, 1999                     By: /s/William J. LaCalamito
      -------------------                      ------------------------
                                               William J. LaCalamito
                                               President and Chief
                                                 Operating Officer







<PAGE>



                                                                      EXHIBIT 99


                  [PEEKSKILL FINANCIAL CORPORATION LETTERHEAD]




CONTACT: William J. LaCalamito                            For Immediate Release
         President                                           January 29, 1999
         Peekskill Financial Corporation
         (914) 737-2777


          PEEKSKILL FINANCIAL CORPORATION ANNOUNCES OVERSUBSCRIPTION OF
                           DUTCH AUCTION TENDER OFFER

Peekskill,  New  York....  January 29, 1999 -  Peekskill  Financial  Corporation
(NASDAQ NMS: PEEK), Peekskill, New York, announced today the preliminary results
of its Modified Dutch Auction Tender Offer (the "Dutch  Auction")  which expired
on Wednesday,  January 27, 1999 at 4:00 p.m. Based on a preliminary  count,  the
Company  believes that its  shareholders  tendered  between  800,000 and 900,000
shares of which approximately  800,000 are expected to be purchased in the Dutch
Auction.  In general,  the Company  will accept the shares  tendered as follows:
first,  the shares  tendered  by persons  holding  100 or fewer  shares  will be
accepted;   next,  all  other  shares  properly  tendered  (other  than  certain
conditionally tendered shares) will be accepted on a pro rata basis.

         The  purchase  price is  expected to be $16.75 per share for all shares
purchased in the Dutch  Auction.  It is currently  expected that payment for all
shares purchased will be made on or about Tuesday, February 2, 1999.

         The Dutch  Auction  commenced on December 23, 1998.  Under the terms of
the Dutch Auction,  Peekskill Financial  Corporation offered to repurchase up to
800,000  shares of its common  stock within a price range of $14.75 per share to
$16.75 per share. Based upon the results, the value of the shares purchased will
be approximately $13.4 million.  The number of shares to be purchased represents
approximately 28 percent of Peekskill Financial  Corporation's  2,842,069 shares
of common stock outstanding on December 16, 1998.

         Peekskill  Financial  Corporation is a savings and loan holding Company
based in  Peekskill,  New York and,  as of December  31, 1998 had  approximately
$213.5 million in total assets and $144.4 million in deposits.

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