NORTHERN STAR FINANCIAL INC
8-K, 1999-11-16
STATE COMMERCIAL BANKS
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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 15, 1999



                          Northern Star Financial, Inc.
             (Exact Name of Registrant as Specified in Its Charter)


                                    Minnesota
                 (State or Other Jurisdiction of Incorporation)


         000-25231                                    41-1912467
(Commission File Number)                (I.R.S. Employer Identification Number)


                               1650 Madison Avenue
                            Mankato, Minnesota 56001
               (Address of Principal Executive Offices) (Zip Code)


                                 (501) 387-2265
              (Registrant's Telephone Number, Including Area Code)

                           --------------------------

          (Former Name or Former Address, if Changed Since Last Report)




<PAGE>

Item 5.  Other Events

                  On November 15, 1999, Northern Star Financial, Inc. announced
that it intends to file a registration statement with the Securities and
Exchange Commission to raise up to $10.0 million. A copy of the press release is
attached as Exhibit 99.1 to this Current Report on Form 8-K.


Item 7.  Financial Statement and Exhibits

A.       Financial statements of businesses acquired.

         Not applicable.

B. Pro forma financial information.

         Not applicable.

C.       Exhibits.

         The following is filed herewith. The exhibit number corresponds with
Item 601(b) of Regulation SB.

         Exhibit No.              Description

           99.1                   Press Release dated November 15, 1999.



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<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 hereunto duly authorized.


                                           Northern Star Financial, Inc.



    Date:  November 15, 1999               By /s/ Thomas P. Stienessen
                                           Chief Executive Officer



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<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  EXHIBIT INDEX
                                       to
                                    FORM 8-K

                          Northern Star Financial, Inc.


Exhibit No.               Description


   99.1                   Press Release dated November 15, 1999.





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                                                              Exhibit 99.1

                                                  NEWS RELEASE
                                                  FOR IMMEDIATE RELEASE

Contact: Tom Stienessen, President/CEO            (OTC Bulletin Board:  "NSBK")
         Northern Star Financial, Inc.
         (507) 387-2285

NORTHERN STAR FINANCIAL, INC. TO FILE REGISTRATION STATEMENT

Minneapolis, Minnesota: November 15, 1999. Northern Star Financial, Inc. (OTC
Bulletin Board "NSBK") announced today that it intends to file a registration
statement with the Securities and Exchange Commission with respect to a public
offering of its common stock. Northern Star has entered into a letter of intent
with a securities firm who will, on a best-efforts basis, assist Northern Star
in selling its common stock to the public. The offering is expected to commence
in January 2000. Northern intends to raise a minimum of $5.0 million and a
maximum of $10.0 million. The price of the common stock will be determined
immediately prior to commencement of the offering. The offering is subject to
certain conditions and no binding agreement has been entered into.

Tom Stienessen, President and Chief Executive Officer, said, "The proceeds from
the offering will be used to fund internal growth at the Company's banking
subsidiary, Northern Star Bank as well as for the growth and development of
First Federal Savings Bank. In addition, it is intended that the funds will be
used for general corporate purposes which may include possible future
acquisitions." The Company previously announced plans to acquire First Federal
Savings Bank of Morris, Minnesota with branch offices at Benson and Brekenridge,
Minnesota and includes a new branch office located at Big Lake, Minnesota. Big
Lake is a northwestern Minneapolis area suburb. That transaction is awaiting
regulatory approval and is expected to be completed by June 30, 2000.

Northern Star Financial, Inc., as holding company for Northern Star Bank, is
engaged in commercial and consumer banking, real estate and other related areas
of commerce, such as the making and servicing of residential mortgages through
Homeland Mortgage Company.

Northern Star Financial, Inc. common stock is quoted on the OTC Bulletin Board
under the symbol "NSBK."

This news release shall not constitute an offer to sell or the solicitation of
an offer to buy nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any state. The offering will be
made only by means of a prospectus following the filing of a registration
statement under the Securities Act of 1933, as amended.


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