HARBOR FLORIDA BANCORP INC
8-K, 1999-03-26
SAVINGS INSTITUTIONS, NOT 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)                     March 26, 1999 (March 18, 1999)
                                 -------------------------------------


                         Harbor Florida Bancshares, Inc.
               (Exact Name of Registrant as Specified in Charter)



Delaware                         000-22817                       65-0813766
- --------                         ---------                       ----------
(State or Other                 (Commission File               IRS Employer
Jurisdiction of Incorporation)    Number)                     Identification No.



                  100 S. Second Street, Fort Pierce, FL 34950
                  ------------------------------------------
                  (Address of Principal Executive Offices)(Zip Code)



Registrant's telephone number, including area code      (561) 461-2414
                                                    ----------------------



                                 Not Applicable
                                 --------------
              (Former Name or Former Address, if Changed Since Last Report)



<PAGE>



ITEM 5.  OTHER EVENTS.

         On March 18,  1999,  Harbor  Florida  Bancshares,  Inc.  ("Bancshares")
announced  that its  Board of  Directors  had  approved  a  continuation  of its
previously  announced  stock  repurchase  program.  The  new  authority  permits
Bancshares  to acquire up to 2,904,625  additional  shares of its common  stock,
subject to market conditions. The repurchases shall be made from time to time in
the open market. A copy of the press release  announcing the continuation of the
stock repurchase program is attached hereto as Exhibit 99.

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

         (a)      Financial Statements of Businesses Acquired
                  Not applicable

         (b)      Pro Forma Financial Information
                  Not applicable

         (c)      Exhibits

                  (99)     Press release dated March 18, 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 hereto duly authorized.

                                             HARBOR FLORIDA BANCSHARES, INC.
                                                          Registrant



Date:  March 26, 1999                  By:            /s/
                                                  Don W. Bebber
                                                  Senior Vice President/
                                                  Chief Financial Officer



                    HARBOR FLORIDA BANCSHARES, INC. ANNOUNCES
                   CONTINUANCE OF ITS STOCK REPURCHASE PROGRAM

                      FOR IMMEDIATE RELEASE: March 18, 1999

Harbor Florida  Bancshares,  Inc.  ("the  Company")  (NASDAQ-HARB),  the holding
company for Harbor  Federal  Savings Bank,  announced  today,  that the Board of
Directors approved a continuance of the Company's stock repurchase program.  The
new  authority  permits  the  Company to acquire up to  2,904,625  shares of its
common stock subject to market conditions.  This represents approximately 10% of
the outstanding common stock.

The Company has repurchased to date 1,997,530  shares of its common stock and is
in addition to shares that were purchased to fund the 1998 Stock Incentive Plan.
Michael J. Brown,  President and C.E.O.,  stated that the continuing  repurchase
program  expires  on  March  18,  2000  and  allows  for the  repurchase  of the
additional 2,904,625 shares.

Repurchases  are  authorized  to be made  from  time  to  time  in  open  market
transactions as, in the opinion of management,  market conditions  warrant.  The
repurchased  shares will be held as treasury  stock and will be held for general
corporate  purposes and/or issuance pursuant to the Company's benefit plans. The
continuing  repurchase  plan also  allows  for the  possibility  of  unsolicited
negotiated  transactions  or  other  types of  repurchases.  No  shares  will be
purchased from directors or officers of the Company.

Harbor Federal is located in Fort Pierce,  Florida and has 27 locations in a six
county area of East Central  Florida.  Harbor Florida  Bancshares,  Inc.  common
stock trades on the NASDAQ National Market under the symbol HARB.

CONTACT:  Michael J. Brown, Sr.,  President,  (561) 460-7000;  Don Bebber,  CFO,
(561)  460-7009;  or  Bonnie  Forrest,   Investor  Relations,   (561)  460-7046;
http://www.harborfederal.com


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