SFSB HOLDING CO
8-K, 1998-11-18
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 or 15(d) of
                       the Securities Exchange Act of 1934



                Date of Report (Date of earliest event reported)
                                November 10, 1998




                              SFSB Holding Company
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its Charter)




 Pennsylvania                       0-23765                  23-2934332
- ----------------------------     --------------     ----------------------------
(State or other jurisdiction     (SEC File No.)            (IRS Employer
of incorporation)                                      Identification Number)




900 Saxonburg Boulevard, Pittsburgh, Pennsylvania                     15223
- --------------------------------------------------------------------------------
(Address of principal executive offices)                            (Zip Code)




Registrant's telephone number, including area code:  (412) 487-4200
                                                     --------------



                                 Not Applicable
          ------------------------------------------------------------          
          (Former name or former address, if changed since last Report)




<PAGE>





                      INFORMATION TO BE INCLUDED IN REPORT
                      ------------------------------------



Item 5.  Other Events
- ---------------------

         Reference is made to the press release dated  November 10, 1998,  which
is attached hereto as Exhibit 99 and incorporated herein by this reference.




Item 7.  Financial Statements, Pro Forma Financial Information
           and Exhibits
- --------------------------------------------------------------


Exhibit 99 -- Press Release dated November 10, 1998.
- ----------



                                        2

<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, thereunto duly authorized.


                                          SFSB Holding Company

                                          /s/ Barbara J. Mallen
Date:  November 18, 1998             By: --------------------------------------
     -------------------------------      Barbara J. Mallen
                                          President











                                   EXHIBIT 99


<PAGE>




SFSB Holding Company
900 Saxonburg Boulevard
Pittsburgh, Pennsylvania  15233

                                                      Contact: Barbara J. Mallen
                                                               President
                                                               (412) 487-4200

                                                     For Immediate Release
                                                     November 10, 1998


                              SFSB Holding Company
                          Benefit Plan Stock Purchases

         Pittsburgh, Pennsylvania -- November 10, 1998 -- Ms. Barbara J. Mallen,
President  of SFSB  Holding  Company  (the  "Company"),  the holding  company of
Stanton  Federal  Savings  Bank  ("Bank"),  announced  today  that it intends to
purchase up to 29,040 shares of the Company's common stock.

         The stock  purchases  shall be utilized  to fund the Bank's  restricted
stock  plan  previously  approved  by  stockholders.  Such stock  purchases  are
expected to be made in open-market transactions,  subject to the availability of
stock,  market  conditions,  the  trading  price of the stock and the  Company's
financial performance. The Company anticipates purchasing such shares during the
next six months.

The  Company's  stock is traded in the  over-the-counter  bulletin  board symbol
"SFSH" .




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