MASSACHUSETTS FINCORP INC
8-K, 2000-03-03
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                                UNITED STATES
                     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) March 2, 2000

                         MASSACHUSETTS FINCORP, INC.
           (Exact name of registrant as specified in its charter)

            Delaware                   0-24791              04-3431804
- --------------------------------------------------------------------------
(State or other Jurisdiction of      (Commission          (IRS Employer
 incorporation or organization)       File Number)      Identification No.)

                70 Quincy Avenue, Quincy, Massachusetts 02169
                ---------------------------------------------
                  (Address of principal executive offices)

                               (617) 825-5555
                               --------------
            (Registrant's telephone number, including area code)

                               Not applicable
                               --------------
       (Former name or former address, if changed since last report.)


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

      On March 2, 2000, Massachusetts Fincorp, Inc. (the "Company"), issued
a press release announcing the appointment of Paul C. Green to Treasurer and
Renee R. Czajkowski to Corporate Secretary resulting from the resignation of
Ruth J. Rogers, Chief Financial Officer, Treasurer and Corporate Secretary
of the Company.

      A press release announcing these two appointments is attached as
Exhibit 99.1.

Item 7.  Financial Statements and Other Exhibits.
- -------------------------------------------------

         Exhibit 99.1  Press Release dated March 2, 2000.


                                 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 hereunto duly authorized.


Dated:  March 3, 2000                  By: /s/ Paul C. Green
                                          ------------------
                                          Paul C. Green
                                          President and CEO




Exhibit 99.1  Press Release

MARCH 2, 2000

PRESS RELEASE

From:               Massachusetts Fincorp, Inc.
Contact:            Paul C. Green, President & CEO
Corporate Office:   70 Quincy Avenue
                    Quincy, Massachusetts 02169
Telephone:          (617) 825-5555


FOR IMMEDIATE RELEASE:

                    MASSACHUSETTS FINCORP, INC. ANNOUNCES
              APPOINTMENT OF TREASURER AND CORPORATE SECRETARY


Quincy, MA -- March 2, 2000 -- Massachusetts Fincorp, Inc. (OTCBB: MAFN)
(the "Company") announced today its Board of Directors appointed Paul C.
Green as Treasurer, effective March 10, 2000 and Renee R. Czajkowski as
Corporate Secretary, effective immediately.  Mr. Green will continue his
duties as Chairman of the Board, President and Chief Executive Officer of
the Company.  Such appointments resulted from the resignation of Ruth J.
Rogers, Chief Financial Officer, Treasurer and Corporate Secretary of the
Company.  Ms. Rogers, who will be resigning effective March 10, 2000, will
be taking a position with another Massachusetts-based financial
institution.  Mr. Green's appointment as Treasurer is expected to last
until an appropriate replacement for Ms. Rogers is identified.

/TEXT>



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