UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Transition period from to
Commission File No. 0-27650
CATSKILL FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE 14-1788465
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
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341 MAIN STREET, CATSKILL, NY 12414
(Address of principal executive offices)
Registrant's telephone number, including area code: (518)943-3600
Securities registered pursuant to Section 12(b) of the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.01 per share
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes x No
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10K/A or any amendments to this Form 10K/A. [X]
As of December 23, 1996, the aggregate market value of the voting
stock held by non-affiliates (based upon reported beneficial ownership
of all directors and executive officers of the registrant; this determination
does not however, constitute an admission of affiliated status for
any of these individual stockholders) of the registrant, excluding
unallocated ESOP shares, was approximately $64.6 million.
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
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Common Shares, $.01 par value 5,361,482
(Title of class) (outstanding at December 23, 1996)
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PART II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Catskill Financial Corporation is filing this amendment to its Form
10K Annual Report for the fiscal year ended September 30, 1996. The
amendment, filed under form 10K/A, is required due to a transmission
error in our EDGAR filing of the Form 10K made on December 30, 1996.
Our financial printer, filed our auditor's report without typed signatures,
nor did the auditor's report identify the city and state where issued.
This amended filing is solely to update the auditor's report to comply
with Rule 302 of Regulation S-T.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(3) Exhibits
(99) Updated "Auditor's" Report to include
signatures, city and state which were
omitted in original EDGAR filing.
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.
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CATSKILL FINANCIAL CORPORATION
Date: September 23, 1997 /s/ Wilbur J. Cross
Wilbur J. Cross
Chairman of the Board, President
and Chief Executive Officer
(Principal Executive Officer)
Date: September 23, 1997 /s/ David J. DeLuca
David J. DeLuca
Chief Financial Officer
(Principal Financial and
Accounting Officer)
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EXHIBIT 99
INDEPENDENT AUDITOR'S REPORT
The Board of Directors
Catskill Financial Corporation:
We have audited the accompanying consolidated statements of financial
condition of Catskill Financial Corporation and subsidiary (the Company)
as of September 30, 1996 and 1995, and the related statements of operations,
changes in shareholders' equity and cash flows for each of the years
in the three-year period ended September 30, 1996. These consolidated
financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these consolidated financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to
above present fairly, in all material respects, the financial position
of Catskill Financial Corporation and subsidiary at September 30,
1996 and 1995, and the results of its operations and its cash flows
for each of the years in the three-year period ended September 30,
1996, in conformity with generally accepted accounting principles.
As discussed in note 1 to the consolidated financial statements, as
of October 1, 1994 the Company adopted the provisions of the Financial
Accounting Standards Board's Statement of Financial Accounting Standards
No. 115, "Accounting for Certain Investments in Debt and Equity Securities"
which changed its method of accounting for investment securities.
KPMG Peat Marwick LLP
Albany, New York
November 1, 1996
