CARVER BANCORP INC
8-K, 1998-02-09
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 OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                         ------------------------------


       Date of Report (Date of earliest event reported): January 28, 1998



                              CARVER BANCORP, INC.
             (Exact name of registrant as specified in its charter)

       DELAWARE
    (State or other                0-21487                     13-3904174
    jurisdiction of            (Commission File             (IRS Employer
    incorporation)                 Number)                  Identification No.)


                              75 WEST 125TH STREET
                          NEW YORK, NEW YORK 10027-4512
                                 (212) 876-4747
          (Address of principal executive offices, including zip code)


       Registrant's telephone number, including area code: (212) 876-4747


                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)


================================================================================


<PAGE>



ITEMS 1-4, 6.     NOT APPLICABLE.

ITEM 5.  OTHER EVENTS.

         On January 28, 1998, Carver Bancorp, Inc. (the "Company"), the holding
company for Carver Federal Savings Bank (the "Bank"), a federally chartered
stock savings bank, announced that it had entered into a definitive agreement to
sell the Bank's branch office located in Roosevelt, New York to City National
Bank of New Jersey. The Roosevelt branch office is located in Nassau County and
has deposits of approximately $10 million. Pending receipt of regulatory
approvals, the transaction is expected to close by March 31, 1998.

         The Company's press release, dated January 28, 1998, is attached hereto
as Exhibit 99, and is incorporated herein by reference.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.


         EXHIBIT NO.                          DESCRIPTION
         -----------                          -----------
                        Press  Release,  dated  January  28,  1998,  announcing
              99        execution of the Asset Purchase and Sale Agreement

ITEMS 8 & 9.      NOT APPLICABLE.


<PAGE>
                                      -2-



                                   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 hereunto duly authorized.


                                  CARVER BANCORP, INC.


                                  By: /s/ Thomas L. Clark, Jr.
                                      ----------------------------
                                          Thomas L. Clark, Jr.
                                          President and Chief Executive Officer


Date:    February 5, 1998




<PAGE>




                                  EXHIBIT INDEX



 EXHIBIT                                DESCRIPTION
 -------                                -----------
           Press Release,  dated January 28, 1998,  announcing  execution of the
    99     Asset Purchase and Sale Agreement








                                   EXHIBIT 99

   NEW YORK, Jan. 28 -- Carver Bancorp, Inc., (Amex: CNY) ("Carver") the holding
company for Carver Federal Savings Bank, announced today that its bank
subsidiary has entered into a definitive agreement to sell its Roosevelt Office
("Branch") to City National Bank of New Jersey ("City National Bank"). The
branch is located in Nassau County, New York, and has deposits of approximately
$10.0 million.

     Thomas L. Clark, Jr., President and Chief Executive Officer of Carver
commented, "In reviewing our branching strategy, we deemed the sale of the
Roosevelt Office to be mutually beneficial to Carver, City National Bank, and
the Roosevelt community. We are pleased that the banking customers located in
Roosevelt will be afforded additional attention and the commercial banking
products of City National Bank." Mr. Clark added, "We reviewed several options
and we feel City National Bank will provide the quality of service that we want
our customers to receive."

     Louis E. Prezeau, President and Chief Executive Officer of City National
Bank commented, "City National Bank is eager to serve the ethnically diverse
community of Roosevelt. This transaction with Carver solidifies our mutual
long-standing relationship and will augment our joint participation in various
loans to churches and business in New York." Mr. Prezeau added, "This
transaction offers City National Bank the opportunity to enter the New York
market and to offer the kind of specialized service that we provide to the urban
communities of New Jersey."

        Pending regulatory approvals, the transaction is expected to close by
March 31, 1998. At the consummation of the transaction, Carver will have over
$400.0 million in assets and operate six full service banking locations in the
New York City boroughs of: Brooklyn, Queens, and Manhattan. At the close of the
transaction, City National Bank headquartered in Newark, New Jersey, will have
four banking locations and operate both in New Jersey and New York.

       SOURCE  Carver Bancorp, Inc.
           /CONTACT:  Walter T. Bond, Acting Chief Financial Officer of Carver
       Federal Savings Bank, 212-876-4747, ext. 146; or Edward R. Wright, Chief
       Financial Officer of City National Bank, 973-624-0865, ext. 644/
           (CNY)


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