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
July 20, 1994
(Date of earliest event reported)
NORTH FORK BANCORPORATION, INC.
(Exact name of Registrant as specified in its charter)
Delaware 0-10280 36-3154608
(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
9025 Route 25, Mattituck, New York 11952
(Address of principal executive offices, including zip code)
(516) 298-5000
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On June 27, 1994, Metro Bancshares Inc. ("Metro") and
North Fork Bancorporation, Inc. ("North Fork") executed an
agreement and plan of merger (the "Merger Agreement") pursuant
to which, subject to the conditions set forth therein, Metro
will merge with and into North Fork. The Merger Agreement
permitted Metro to perform a due diligence examination of North
Fork's business and financial condition and to terminate the
Merger Agreement if prior to July 27, 1994 certain circumstanc-
es were revealed during such due diligence. On July 20, 1994,
Metro informed North Fork that it had completed its due dili-
gence and that it had not become aware of any matter which
would allow it to terminate the Merger Agreement.
A copy of North Fork's press release relating to the
foregoing is attached hereto as Exhibit 99 and is incorporated
herein by reference.
ITEM 7. FINANCIAL STATEMENT AND EXHIBITS.
(c) Exhibits
The following Exhibit is filed with this Current
Report on Form 8-K:
Exhibit
Number Description
99 Press Release of North Fork Bancorporation, Inc.,
dated July 20, 1994.
SIGNATURE
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 hereunder
duly authorized.
Dated: July 21, 1994
NORTH FORK BANCORPORATION, INC.
By: /s/ Daniel M. Healy
Name: Daniel M. Healy
Title: Executive Vice President
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description
99 Press Release of North Fork Bancorporation,
Inc., dated July 20, 1994.
[NORTH FORK LOGO]
PRESS RELEASE
FOR IMMEDIATE RELEASE Contact: Daniel M. Healy
Executive Vice President
Chief Financial Officer
NORTH FORK BANCORP. ANNOUNCES COMPLETION OF
DUE DILIGENCE BY METRO BANCSHARES
Mattituck, N.Y. - July 20, 1994 - North Fork
Bancorporation, Inc. (NYSE:NFB) announced today that
Metro Bancshares Inc. (AMEX:MTO) has completed its due
diligence of the business and financial condition of
North Fork and has determined to proceed with the merger.
The due diligence was conducted pursuant to a condition
in the definitive merger agreement of June 27, 1994,
whereby North Fork would acquire Metro in a stock for
stock exchange valued at $142 million. Metro had 30 days
to complete its review. North Fork finalized its review
prior to the execution of the merger agreement.
"We are please with the result and expect to
conclude the transaction in the fourth quarter of this
year" stated John Adam Kanas, Chairman, President and
Chief Executive Officer.
North Fork Bancorporation, Inc., with total
assets of $2 billion, deposits of $1.4 billion and
stockholders' equity of $162.4 million, or $11.39 book
value per share, is the holding company for North Fork
Bank, the largest independent commercial bank
headquartered on Long Island. The Bank operates thirty-
five branches in Suffolk, Nassau, Westchester and
Rockland Counties.
