KEYSTONE FINANCIAL INC
8-K, 1998-07-22
NATIONAL COMMERCIAL BANKS
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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)    July 17, 1998

                            KEYSTONE FINANCIAL, INC.
- - ------------------------------------------------------------------------------

       (Exact name of registrant as specified in its charter)

       Pennsylvania                0-11460                   23-2289209
- - ------------------------------------------------------------------------------

State or other jurisdiction   (Commission File Number) (IRS Employer ID No.)
 of incorporation)

     One Keystone Plaza, P.O.Box 3660, Harrisburg,  Pennsylvania 17105-3660
- - ------------------------------------------------------------------------------

     (Address of principal executive offices)                  (ZIP CODE)

Registrant's telephone number including area code:      (717) 233-1555


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Item 5.     Other Events

            The following document is filed as an exhibit to this Form 8-K:

                  I.    Press Release of Keystone Financial, Inc.
                        dated July 17, 1998.



                                   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.

                             Keystone Financial, Inc.
                                  (Registrant)




                             Donald F. Holt
Date:     July 21, 1998      -----------------------------------
                             Senior Vice President &
                             Chief Financial Officer



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EXHIBIT INDEX

Exhibit No.       Description
- - ----------        ---------------

  99.1            Press Release of Keystone Financial, Inc. dated
                  July 17, 1998.


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                                             For Further Information Contact:

                                             Donald F. Holt
                                             Sr. Vice President &
                                             Chief Financial Officer
                                             (717) 231-5704

Keystone Financial Reports Higher June 30 Results

HARRISBURG,  PA., July 17, 1998 - Keystone Financial,  Inc.(Keystone),  (NASDAQ,
NM:KSTN),  the third largest bank holding company headquartered in Pennsylvania,
today reported increases in earnings for the second quarter and six months ended
June 30, 1998.

Second quarter net income was $25,281,000 or 49 cents per basic share,  compared
to $14,982,000, or 29 cents per basic share for the same period of 1997. Results
for the second  quarter of 1997 had  included  the impact of special  merger and
portfolio  restructuring  charges  that  reduced  quarterly  net  income by $8.6
million,  or 17 cents per share.  Excluding these items, net income and earnings
per share for the  second  quarter  of 1998  increased  7 percent  over the same
period of 1997.

Net income for the six months  ended June 30, 1998  reached  $49,417,000,  or 96
cents per basic share, versus  $37,753,000,  or 73 cents per basic share for the
comparable  1997  period.  Performance  for the first half of 1998  increased  7
percent  over  1997,  exclusive  of the  above-mentioned  merger  and  portfolio
restructuring  charges.  For the first six  months  of 1998,  return on  average
assets and return on average  equity  reached  1.46  percent and 14.59  percent,
respectively.  Assets at the close of the second  quarter  were  $6,898,890,000,
compared with  $6,880,835,000  at the end of the second  quarter of 1997.  Loans
reached $4,616,650,000 while deposits were $5,178,972,000 at June 30, 1998.

"We are  pleased  with  our  core  operating  performance  during  the  quarter,
particularly  with the  continuing  growth in fee  revenues,  which  exceeded 20
percent," Carl L. Campbell, chairman and chief executive officer, commented. "We
believe  our  fundamental  strategy  of  providing  fully  integrated  financial
services  solutions  to meet the broad  range of  customer  needs  provides  the
foundation for higher revenues and earnings," Campbell added.

Keystone  Financial Inc., with assets of approximately  $6.9 billion,  has seven
member banks -- American  Trust Bank,  N.A.,  Cumberland,  MD;  Financial  Trust
Company, Carlisle, PA; Keystone Bank, N.A., Horsham, PA; Keystone National Bank,
Lancaster, PA; Mid-State Bank, Altoona, PA; Northern Central Bank, Williamsport,
PA; and  Pennsylvania  National Bank,  Pottsville,  PA; --which together operate
nearly 200 offices in  Pennsylvania,  Maryland and West Virginia.  Keystone also
operates  Martindale Andres & Co., an investment  management  services provider,
Keystone  Financial  Mortgage Co.,  MMC&P, a retirement  benefit  services firm,
Keystone Financial Leasing Corporation, and Key Call Phone Banking Center.


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