PEAPACK GLADSTONE FINANCIAL CORP
8-K, 2000-03-02
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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) - FEBRUARY 29, 2000


                     PEAPACK-GLADSTONE FINANCIAL CORPORATION
               (Exact Name of Registrant as Specified in Charter)


                                   NEW JERSEY
                 (State or Other Jurisdiction of Incorporation)

                               000-2353 22-3537895
           (Commission File Number) (IRS Employer Identification No.)

               158 Route 206, Peapack-Gladstone, New Jersey 07934
                    (Address of Principal Executive Offices)

                                 (908) 234-0700
                         (Registrant's Telephone Number)


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<PAGE>



Item 5.  Other Items.

Peapack-Gladstone  Financial  Corporation (the  "Corporation")  acquired Chatham
Savings,  FSB ("CSB")  effective January 7, 2000. The Corporation is required to
report the  consolidated  results of operations for the 30-day period  following
the   acquisition  to  terminate  the  prohibition  on  sales  or  transfers  by
affiliates.  This report on Form 8-K is designed  solely to present the combined
financial results for the Corporation and its  subsidiaries,  including CSB, for
the month ended February 29, 2000 to comply with pooling-of-interests accounting
requirements.  These results are not necessarily  indicative of the results that
the Corporation may report for the quarter ending March 31, 2000.

                                                          For the One Month
                                                          Period Ended
                                                          February 29, 2000
                                                          (in thousands)

Income Before Income Taxes                                    $911
Income Taxes                                                  $321
                                                              ----

Net Income                                                    $590
                                                              ====



<PAGE>


                                   SIGNATURES

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

                                     PEAPACK-GLADSTONE FINANCIAL CORPORATION

                                     ARTHUR F. BIRMINGHAM
Dated: March 2, 2000             By: __________________________
                               Name: Arthur F. Birmingham
                              Title: Senior Vice President
                                      and Treasurer



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