CITIZENS FIRST FINANCIAL CORP
SC TO-I, EX-12.A4, 2000-10-31
SAVINGS INSTITUTION, FEDERALLY CHARTERED
Previous: CITIZENS FIRST FINANCIAL CORP, SC TO-I, EX-12.A3, 2000-10-31
Next: CITIZENS FIRST FINANCIAL CORP, SC TO-I, EX-12.A5, 2000-10-31



<PAGE>
                                                                   Exhibit 12.A4

                        CITIZENS FIRST FINANCIAL CORP.
  2101 North Veterans Parkway, Bloomington, Illinois 61704 -- (309) 661-8700



October 31, 2000


Dear Shareholders:

Since the time of the initial conversion of Citizens Savings Bank from a federal
mutual to a federal stock savings and loan association in 1996, Citizens First
Financial Corp.'s capital base has substantially exceeded applicable regulatory
standards.   Management of the Company also believes that the level of capital
exceeds the amount of capital currently needed to support the Company's banking
business.  After evaluating a variety of alternatives to utilize this strong
capital base more effectively and to maximize value to our shareholders, we have
determined that a repurchase of our own shares is currently the best alternative
to accomplish those objectives.  The Board of Directors has approved a
repurchase of 391,000 shares of the Company's common stock, or approximately 20
percent of our 1,955,014 outstanding shares.  A copy of the Offer to Purchase is
enclosed.

The Company is conducting the offer through a procedure referred to as a
"Modified Dutch Auction."  This procedure allows you to select the price at
which you are willing to sell, or tender, all or part of your shares within a
price range of not less than $15.00 per share nor in excess of $17.00 per share.
Upon expiration of the offer, we will select the purchase price from those
shares tendered that will allow us to buy 391,000 shares.  All shares purchased
in the offer will receive the same purchase price, even those shares that are
tendered below the purchase price.  In addition, if you own less than 100 shares
and tender all of your shares at or below the purchase price, you will receive
priority and may have all of your shares purchased even if more than 391,000
shares are tendered.

We encourage each shareholder to read carefully the Offer to Purchase and
related materials.  Neither Citizens First Financial Corp. nor our Board of
Directors makes any recommendation whether to tender shares to the Company.  You
should make your decision independently after consulting with your advisors.

To assist us with this offer, we have engaged Sandler O'Neill & Partners, L.P.
to serve as Dealer Manager/Information Agent.  Representatives from this firm
may contact you by phone to make sure you have received the Offer to Purchase
and related materials and to answer any questions you may have.  If you need
information or additional forms, please call toll free the Dealer
Manager/Information Agent at (800) 635-6860 between 8:30 a.m. and 5:30 p.m.
Eastern Time.

Unless otherwise extended, the offer will expire at 5:00 p.m., Eastern Time, on
December 1, 2000.  We again encourage you to read carefully the enclosed
material.

As always, we appreciate your interest in Citizens First Financial Corp.


Sincerely,



C. William Landefeld
President and Chief Executive Officer


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission