UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Special Report which contains only financial statements for the fiscal
year ended December 31, 1996 pursuant to Rule 15d-2
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 Number: 0-22599
POUGHKEEPSIE FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 16-1518711
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
249 MAIN MALL
POUGHKEEPSIE, NEW YORK 12601
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (914) 431-6200
Securities registered pursuant to Section 12(b) of the Act:
NOT APPLICABLE
Securities registered pursuant to Section 12(g) of the Act
COMMON STOCK (PAR VALUE $0.01 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
Based upon the market price of the Registrant's Common Stock as of June
11, 1997 the aggregate market value of the voting stock held by non-affiliates
of the Registrant was approximately $84.8 million.
The number of shares outstanding of the Registrant's Common Stock as of
June 11, 1997 was 12,594,725 shares.
DOCUMENTS INCORPORATED BY REFERENCE
Not applicable.
______________________________________________________________________________
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Poughkeepsie Financial Corp. (the "Registrant") is the parent holding
company of Poughkeepsie Savings Bank, FSB (the "Bank") pursuant to the holding
company reorganization ("Reorganization") of the Bank which occurred after the
close of business on May 30, 1997. The Reorganization was effectuated
pursuant to the Registrant's Registration Statement on Form S-4 automatically
deemed effective by the Securities and Exchange Commission ("Commission") on
March 19, 1997. The Registrant's current operations and business consist
solely of the operations and business of the Bank. At December 31, 1996, the
Registrant had not issued any shares of capital stock and had not commenced
operations. This Special Report on Form 10-K is being filed solely to file
the audited financial statements of the Bank for the period ended December 31,
1996. The financial statements of the Bank at and for the year ended December
31, 1996 are incorporated herein by reference from the Bank's Annual Report to
Stockholders under cover of Form 10-K, as amended, previously filed with the
Commission.
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SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) 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.
POUGHKEEPSIE FINANCIAL CORP.
June 11, 1997
By: /s/ Joseph B. Tocharshewsky
Joseph B. Tockarshewsky,
Chairman of the Board, President and
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated on June 11, 1997.
SIGNATURE TITLE
--------- -----
/s/ Joseph B. Tocharshewsky Chairman of the Board, President and
Joseph B. Tockarshewsky Chief Executive Officer
/s/ Robert J. Hughes Director, Executive Vice President
Robert J. Hughes and Chief Financial Officer
/s/ Noel deCordava, Jr. Director
Noel deCordova, Jr.
/s/ Burton Gold Director
Burton Gold
/s/ Jeh V. Johnson Director
Jeh V. Johnson
/s/ Henry C. Meagher Director
Henry C. Meagher
<PAGE>
/s/ Robert M. Perkins Director
Robert M. Perkins
/s/ Elizabeth K. Shequine Director
Elizabeth K. Shequine
/s/ James V. Tomai, Jr. Director
James V. Tomai, Jr.
