ORIENTAL FINANCIAL GROUP INC
8-K, 1997-10-01
STATE COMMERCIAL BANKS
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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 October 1, 1997
                                          ----------------

                            ORIENTAL FINANCIAL GROUP INC.
                    ---------------------------------------------
                  (Exact name of registrant as specified in charter)


  Puerto Rico              001-12647                66-0538893
  ------------------------------------------------------------------
(State or other    (Commission File Number)      (IRS Employer
 Jurisdiction                                    Identification No.)
 of Incorporation)


                                    Hato Rey Tower
                                      Suite 503
                               268 Munoz Rivera Avenue
                        Hato Rey, San Juan, Puerto Rico 00918
                           -------------------------------
                       (Address of principal executive offices)


Registrant's telephone number, including area code: 787-766-1986
- -------------------------------------------------------------------------------



                           This report consists of 3 pages

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                                                                              2


ITEM 5.  OTHER EVENTS.

A.  HOLDING COMPANY REORGANIZATION

    On September 30, 1997, Oriental Financial Group Inc. (the "Corporation")
announced that its Board of Directors had approved a new two-year stock
repurchase program pursuant to which the Corporation is authorized to purchase
in the open market up to  five percent (5%) of the Corporation's issued and
outstanding shares of common stock.  The shares of common stock repurchased are
to be held by the Corporation as treasury shares.

    The Corporation also announced that its Board of Directors had terminated
the 1996 stock repurchase program.  Under the 1996 stock repurchase program a
total of 350,400 shares of common stock had been repurchased of the approved
total of 588,000 shares of common stock.  The 1996 stock  repurchase program was
commenced by Oriental Bank and Trust and continued by the Corporation after the
holding company conversion.

    A copy of the Registrant's press release, dated September 30, 1997,
announcing the new two-year stock repurchase program is attached hereto as
Exhibit 7(c)(1) and is incorporated herein by reference.


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

    (c)  Exhibits.

    (1)  Press release, dated September 30, 1997, announcing the approval by
         the Board of Directors of the Corporation of the new two-year stock
         repurchase program                                E-1

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                                                                              3


                                      SIGNATURES



    Under 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.


                            ORIENTAL FINANCIAL GROUP INC.

Date: October 1, 1997


By: \s\ Ricardo Ramos
   ---------------------

Name: Ricardo Ramos
Title: Senior Vice President

<PAGE>
                                                                 EXHIBIT 7(c)(1)

                                    PRESS RELEASE

DATE:    SEPTEMBER 30, 1997

ORIENTAL FINANCIAL GROUP ANNOUNCES NEW STOCK REPURCHASE PROGRAM

SAN JUAN, PUERTO-The Board of Directors of Oriental Financial Group Inc.
announced it has approved a new two year stock repurchase program.  Under the
program, the company is authorized to purchase up to 5% of the company's stock
in the open market.  The shares repurchased are to be held as treasury shares.

The Board of Directors also announced that it had terminated the 1996 stock
repurchase program.  Under the 1996 stock repurchase program a total of 350,400
shares of common stock had been repurchased.  The 1996 stock repurchase program
was commenced by Oriental Bank and Trust and continued by Oriental Financial
Group after the holding company conversion.  At September 15, 1997 the Group had
approximately 7.9 million shares outstanding.

Oriental Financial Group is a bank holding company, established in 1997, to
provide greater flexibility in managing the diversified financial services
offered to clients throughout Puerto Rico.  The core business of the Group are
trust, money management, financial planning and investment brokerage services,
as well as consumer banking through a 16 branch islandwide network, which
concentrates  on serving the market with auto and equipment lease financing,
mortgage lending, personal loans and deposit accounts.

The Group recently reported a 24% increase in earnings per share for the fiscal
year ended June 30, 1997.  The Group's stock is traded in the New York Stock
Exchange under the symbol "OFG."


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