HERITAGE FINANCIAL CORP /WA/
8-K, 2000-05-24
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION

                               Washington, D.C.


                                   FORM 8-K


                                CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                    the Securities and Exchange Act of 1934

               Date of Report (Date of earliest event reported):

                                 May 18, 2000


                        HERITAGE FINANCIAL CORPORATION
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


       WASHINGTON                      0-29480                 91-1857900
- ----------------------------         ------------           ------------------
(State or other jurisdiction         (Commission              IRS Employer
     of incorporation)               File Number)           Identification No.



                    205 Fifth Avenue S.W.
                         Olympia WA                          98501
         -----------------------------------------         ----------
         (Address of principal executive offices):         (Zip Code)


       Registrant's telephone number, including area code: (360) 943-1500
                                                           --------------



ITEM 5 - OTHER EVENTS

On May 18, 2000, Heritage Financial Corporation announced that its Board of
Directors had elected Brian Charneski to the position of director of the
Corporation.  The news release regarding the election of Brian Charneski is
attached to this filing.
<PAGE>

ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS

(a)  Financial statements - not applicable

(b)  Pro forma financial information - not applicable

(c)  Exhibits:

     99  News Release issued by Heritage, dated May 18, 2000.



                                  SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.

     Dated:  May 24, 2000

                                        HERITAGE FINANCIAL CORPORATION


                                        By:  /s/ Donald V. Rhodes
                                             --------------------
                                             Donald V. Rhodes
                                             Chairman, President and
                                             Chief Executive Officer

<PAGE>

                                                                      EXHIBIT 99

FOR IMMEDIATE RELEASE

For Further Information Contact:    Donald V. Rhodes
                                    Chairman, President and CEO
                                    360/943-1500

            HERITAGE FINANCIAL CORPORATION ANNOUNCES APPOINTMENT OF
                    BRIAN CHARNESKI  TO BOARD OF DIRECTORS

Olympia, WA May 18, 2000 - Donald V. Rhodes, Chairman, President and CEO of
Heritage Financial Corporation (NASDAQ: HFWA) announced today that Brian
Charneski, President of L&E Bottling Company, Inc., located in Olympia,
Washington, has been elected to serve on Company's Board of Directors. Mr.
Charneski is also Chairman and CEO of Snack Time Foods, Inc., Tumwater, WA, and
serves as a Director of Columbia Beverage Company and of CNC Containers, Corp.,
both headquartered in Tumwater, WA. He is a Director of the Pepsi-Cola Bottlers
Association, the National Soft Drink Association, and the Washington Soft Drink
Association. He has served as a Past President and Director of the Washington
Center for the Performing Arts, is a Director of The Community Foundation and is
a member of both the Olympia Roundtable and the Rotary Club of Olympia. "Brian's
involvement in our business markets makes him a valuable addition to our Board
of Directors. In addition to his business success, he also brings a history of
community service, which we highly value," said Mr. Rhodes.

Heritage Financial Corporation is a financial service holding company which owns
Heritage Bank based in Olympia, Washington and Central Valley Bank, N.A. based
in Toppenish, Washington. Through its two subsidiaries, Heritage has about $514
million in assets and operates 17 full service banking offices in the South
Puget Sound area and in Yakima County in central Washington. Heritage's stock
trades on the Nasdaq National Market System under the symbol "HFWA."


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