SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): January 31, 1995
FIRSTAR CORPORATION
(Exact name of registrant as specified in its charter)
Wisconsin 1-2981 39-0711710
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
777 East Wisconsin Avenue, Milwaukee, Wisconsin 53202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (414)765-4985
FORM 8-K
FIRSTAR CORPORATION
Item 2. Acquisition or Disposition of Assets
On January 31, 1995, Firstar Corporation completed the merger with
First Colonial Bankshares Corporation in a transaction accounted for
as a pooling of interests. Firstar Corporation issued .7725 shares
of Firstar Common Stock for each share of First Colonial Bankshares
Corporation Class A and Class B Common Stock. The total number of
shares of Firstar Common Stock issued will approximate 7,700,766
shares.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits
(a) Financial Statements of First Colonial Bankshares Corporation
The following financial statements of First Colonial Bankshares
Corporation are incorporated by reference to Item 8 Financial
Statements and Supplementary Data of the Form 10-K of First Colonial
Bankshares Corporation for the year ended December 31, 1993
(Commission file number 0-13404).
- Consolidated Balance Sheets as of December 31, 1993 and 1992
- Consolidated Statements of Income for the Years Ended
December 31, 1993, 1992 and 1991
- Consolidated Statements of Stockholders' Equity for the Years
Ended December 31, 1993, 1992 and 1991
- Consolidated Statements of Cash Flows for the Years Ended
December 31, 1993, 1992 and 1991
- Notes to the Consolidated Financial Statements
- Independent Auditors' Report
The following financial statements of First Colonial Bankshares
Corporation are incorporated by reference to Part I of the
Form 10-Q of First Colonial Bankshares Corporation for the quarter
ended September 30, 1994 (Commission file number 0-13404).
- Consolidated Balance Sheets as of September 30, 1994 and 1993
- Consolidated Statements of Income for the Nine Months ended
September 30, 1994 and 1993
- Consolidated Statement of Cash Flows for the Nine Months Ended
September 30, 1994 and 1993
(b) Pro Forma Financial Information
The following pro forma financial statements are incorporated by
reference to Item 5 of Registration No. 33-56545 of Firstar
Corporation.
- Pro Form Combining Capitalization as of September 30, 1994
- Pro Forma Combining Balance Sheet as of September 30, 1994
- Pro Forma Combining Statement of Income for the Nine Months
Ended September 30, 1994
- Pro Forma Combining Statements of Income for the Years Ended
December 31, 1993, 1992 and 1991
- Notes to the Pro Forma Combining Financial Statements
(c) Exhibits
Agreement and Plan of Reorganization Among Firstar Corporation,
Firstar Corporation of Illinois and First Colonial Bankshares
Corporation dated July 31, 1994 (incorporated by reference to
Exhibit 2 of the Form 10-Q of Firstar Corporation for the
quarter ended September 30, 1994).
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.
FIRSTAR CORPORATION
Dated: February 6, 1995 /s/ William H. Risch
-------------------------
William H. Risch
Senior Vice President-
Finance & Treasurer
(Chief Financial Officer)