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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 21, 1995
DAUPHIN DEPOSIT CORPORATION
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-8415 23-1938831
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File No.) Identification Number)
213 Market Street, Harrisburg, Pennsylvania 17105
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(717) 255-2121
NOT APPLICABLE
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(Former name or address, if changed, since last report)
Exhibit Index on page 5.
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ITEM 5 OTHER EVENTS.
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AUTHORIZATION OF STOCK REPURCHASES.
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On February 21, 1995, the Board of Directors of the Corporation
authorized the repurchase of up to 1,500,000 shares of the Corporation's
outstanding common stock. Pursuant to the authorization, appropriate senior
officers of the Corporation may direct the repurchases at times and in amounts
determined by them to be prudent.
The Corporation expects to use available cash to fund the repurchases
and does not anticipate borrowing for this purpose. Repurchases will be made
from time to time on the open market or in privately negotiated transactions.
The shares to be purchased will be used for reissuance in connection with the
Corporation's benefit plans, including but not limited to the Employee Stock
Purchase Plan, Stock Option Plan, Dividend Reinvestment Plan and such other
benefit plans as may hereinafter be adopted by the Corporation.
The press release announcing the authorization of the share repurchases
is attached hereto as Exhibit 99 and incorporated herein by reference.
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ITEM 7 FINANCIAL STATEMENTS, PRO-FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(c) Exhibits.
99 - Press Release, dated February 21, 1995, announcing
authorization of stock repurchases.
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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.
DAUPHIN DEPOSIT CORPORATION
By: /s/ Dennis L. Dinger
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Dennis L. Dinger
Senior Executive Vice President,
Chief Fiscal and Administrative
Officer
Date: March 3, 1995
66507
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EXHIBIT INDEX
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Exhibit No. Page No.
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99 Press Release, dated February 21, 1995, 6
announcing authorization of stock
repurchases
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[LOGO OF DAUPHIN DEPOSIT CORPORATION APPEARS HERE]
Dauphin Deposit
Corporation NEWS
213 Market Street
Harrisburg, Pa 17101
FOR IMMEDIATE RELEASE CONTACT: Dorothy Moser
February 21, 1995 Public Relations Officer
(717) 255-2376
DAUPHIN DEPOSIT AUTHORIZES 1,500,000 SHARE REPURCHASE
Harrisburg, PA, February 21, 1995...Dauphin Deposit Corporation's board of
directors authorized the repurchase of up to 1,500,000 shares of the
Corporation's stock.
Christopher R. Jennings, Chairman and Chief Executive Officer of the
Corporation, indicated that available cash would be used to fund the share
repurchases, which will be made from time to time on the open market or in
privately negotiated transactions. He also pointed out that 115,500 shares
remain from the share repurchase authorization granted in October, 1994. The
shares purchased under the authorization would be used for general corporate
purposes, including the Corporation's Employee Stock Purchase Plan, Stock Option
Plan and other appropriate uses. Currently Dauphin has 30,865,118 shares
outstanding.
Dauphin Deposit Corporation with $5.0 billion in assets, is headquartered
in Harrisburg, PA, and is the parent company of Dauphin Deposit Bank and Trust
Company, which includes the Bank of Pennsylvania, Farmers Bank and Valleybank
Divisions. Other major subsidiaries of the Corporation are Hopper Soliday &
Co., Inc., and Eastern Mortgage Services, Inc.
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