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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: October 27, 1997
(Date of earliest event reported)
CITIZENS BANKING CORPORATION
(Exact name of registrant as specified in its charter)
Michigan 0-10535 38-2378932
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification Number)
328 S. Saginaw Street, Flint, Michigan
(Address of principal executive offices)
(810) 766-7500
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On October 17, 1997, Citizens Banking Corporation announced that the
Board of Directors approved a 3-for-2 stock split with respect to its
common stock ("Common Stock"), which was effected in the form of a
dividend payable to shareholders of record on October 27, 1997 ("Stock
Split"). The Stock Split was paid on November 18, 1997.
In accordance with Rule 416(b) promulgated under the Securities Act of
1933, as amended ("Securities Act"), the number of shares of Common
Stock registered for sale under the Securities Act by Registration
Statement No. 333-99455 filed on Form S-8 with the Securities and
Exchange Commission on August 2, 1996 ("Registration Statement") will
be deemed to be increased by the Stock Split to cover the additional
shares resulting from the application of the Stock Split to the
registered shares of Common Stock remaining unsold under the
Registration Statement as of November 18, 1997.
The Registration Statement, which incorporates this current report on
Form 8-K, is hereby amended pursuant to Rule 416(b) promulgated under
the Securities Act to increase the number of shares of the Common
Stock by 600,000 additional shares which are issuable as a consequence
of the Stock Split.
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.
CITIZENS BANKING CORPORATION
By: Thomas W. Gallagher
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Dated: July 15, 1998 Name: Thomas W. Gallagher
-------- Title: Senior Vice President,
General Counsel & Secretary
