HARRIS BANKCORP INC
8-K, 1996-05-16
STATE COMMERCIAL BANKS
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C.  20549


                                F O R M   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 2, 1996
                                                 ------------------------


                             Harris Bankcorp, Inc.
- -------------------------------------------------------------------------------
             (Exact name or registrant as specified in its charter)



                                    Delaware
- -------------------------------------------------------------------------------
                 (State or other jurisdiction of incorporation)




       0-18179                                             36-2722782
- -----------------------                        -------------------------------
(Commission File Number)                       (IRS Employer Identification No.)



111 West Monroe Street, Chicago, Illinois                    60603
- -----------------------------------------                 -----------
 (Address of principal executive offices)                  (Zip Code)



Registrant's telephone number, including area code          312-461-2121
                                                         -----------------


<PAGE>   2



Item 1.  Changes in Control of Registrant.

              Not applicable


Item 2.  Acquisition or Disposition of Assets.

              Not applicable


Item 3.  Bankruptcy or Receivership.

              Not applicable


Item 4.  Changes in Registrant's Certifying Accountant.

              Not applicable



Item 5.  Other Events.

     To support continued growth and expansion, Harris Bankcorp, Inc. increased
its regulatory capital base by $40 million, effective December 27, 1995.
Harris Bankcorp issued $180 million of 7.25% fixed rate, callable, perpetual
preferred stock and $65 million of twelve-year, 6.5% fixed rate, subordinated
debt to its immediate parent company, Bankmont Financial Corp., a wholly-owned
subsidiary of Bank of Montreal.  Concurrently, Harris Bankcorp declared a $205
million special dividend, reducing common equity.

     On January 11, 1996, Harris Bankcorp announced the sale of its securities
custody and related trustee services business for large institutions to
Citibank N.A. and Citibank F.S.B.  The impact of this decision on Harris
Bankcorp's financial position and future results of operations is not expected
to be material.  A copy of the press release dated January 11, 1996 relating to
this transaction is attached as an exhibit to this Form 8-K.


Item 6.  Resignations of Registrant's Directors.

     Not applicable



<PAGE>   3




Item 7.  Financial Statements and Exhibits.

     Not applicable


Item 8.  Change in Fiscal Year.

     Not applicable





































                                      -2-



<PAGE>   4


                                   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.


                                              HARRIS BANKCORP, INC.
                                                  (REGISTRANT)




                                              By         Paul R. Skubic
                                                  --------------------------
                                                         Paul R. Skubic


                                              Its   Chief Accounting Officer
                                                  ---------------------------


Date  February 2, 1996
     ---------------------





















                                      -3-




<PAGE>   1
                                                                      EXHIBIT 99

                                                           FOR IMMEDIATE RELEASE



Pam Kassner
312/461-6625

                                  HARRIS BANK
SELLS SECURITIES CUSTODY AND RELATED TRUSTEE SERVICES FOR LARGE INSTITUTIONS --
       HARRIS ANNOUNCES EXPANSION OF ASSET MANAGEMENT AND TRUST SERVICES

     Chicago, January 11, 1996 -- Harris Bank announced today that it has sold
its securities custody and related trustee services business for large
institutions to Citibank N.A. and Citibank F.S.B. This business has become a
highly specialized, scale intensive business, and is undergoing rapid
industry-wide consolidation.  Citibank is one of the largest, most advanced and
most committed providers of securities services in the U.S. and around the
world.
     At the same time, Harris announced the comprehensive expansion of its
asset management and trust services -- in partnership with Bank of Montreal and
its investment banking subsidiary Nesbitt Burns, on a North American basis.
     Together, Harris and Bank of Montreal provide institutional investment
management, personal trust and asset management services, and three families of
mutual funds. Combined assets under management total close to $25 billion.  "By
sharing expertise, resources and products between Harris and Bank of Montreal,
we become one of the largest bank providers of asset management services in
North America -- able to deliver a broad range of investment opportunities to
our corporate, institutional and personal banking customers," said Alan G.
McNally, Harris Bank Chairman and CEO.

                                     (more)


<PAGE>   2


HARRIS/2

     Harris will expand its Harris Insight mutual fund family from its current
six funds to seventeen during 1996.  With an expected asset base in excess of
$5 billion, Harris Insight Funds will be among the largest bank mutual fund
families in the Midwest.
     Harris is also introducing an enhanced 401(k) product, particularly
well-suited for the middle market.  In addition to an expanding choice of
mutual funds, Harris now offers a comprehensive service that includes employee
communication, investment management, interactive voice response, and
administration and participant recordkeeping services.
     Already among the top five stock transfer agents in the U.S., Harris is
accelerating the growth of its corporate trust businesses through portfolio
acquisitions, continued penetration of the U.S. market, and now, in support of
The Trust Company of Bank of Montreal, penetration of the Canadian market as
well.  As part of its growth plan, Harris recently acquired the stock transfer
business of Banc One Corporation -- Harris' sixth acquisition of this kind.
Further corporate trust acquisitions are expected as industry-wide
consolidation of this business continues.
     Harris is expanding its personal trust and investment services business,
both locally and on a national basis.  Locally in Chicagoland, the bank is
using its growing community bank network to bring the full range of banking,
trust and investment services closer to its customers.  And, for the bank's
high net worth family clients nationwide, Harris has formed a new Family Office
Group -- offering a wide variety of services for family offices who are finding
they can run their wealth management businesses more efficiently and
effectively  by unbundling and "outsourcing" particular services.

                                     # # #

Note: With regard to the sale of Harris' securities custody and related trustee
services business for large institutions, the impact of this decision on
Harris' earnings is not expected to be material.



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