COMMERCIAL FEDERAL CORP
8-K, 1999-05-04
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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<PAGE>
 
                      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):  April 29, 1999
                                                   --------------


                        COMMERCIAL FEDERAL CORPORATION
- --------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)
 

        NEBRASKA                      1-11515                 47-0658852
- --------------------------------------------------------------------------------
(State or other jurisdiction       (Commission           (I.R.S. Employer
     of incorporation)              File Number)          Identification Number)
 

2120 SOUTH 72nd STREET, OMAHA, NEBRASKA                          68124
- --------------------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)


Registrant's telephone number including area code:    (402) 554-9200
                                                      --------------


                                NOT APPLICABLE
  ---------------------------------------------------------------------------
         (Former name or former address, if changed since last report)



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<PAGE>
 
                        COMMERCIAL FEDERAL CORPORATION
                        ------------------------------
                                        
                                   FORM 8-K
                                   --------

                                CURRENT REPORT
                                --------------

Item 5.  Other Events:
- ----------------------

     On April 29, 1999, Commercial Federal Corporation ("Commercial Federal")
     announced that its Board of Directors authorized the repurchase of up to
     five percent of Commercial Federal's outstanding common stock during the
     next 18 months.  Commercial Federal currently has 60,993,876 common shares
     outstanding.  Repurchases could be made at any time and in any amount,
     depending upon market conditions and various other factors.  Any repurchase
     generally would be on the open-market, although privately negotiated
     transactions are also possible.  In compliance with Nebraska law, all
     repurchased shares will be cancelled.

     Information regarding this stock repurchase is set forth in Commercial
     Federal's press release dated April 29, 1999, attached hereto as Exhibit 99
     and incorporated herein by reference.

Item 7.  Financial Statements and Exhibits:
- -------------------------------------------

     (a)  Exhibits:

          Exhibit 99.   Press release dated April 29, 1999.



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<PAGE>
 
                                  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 thereunto duly authorized.



                                 COMMERCIAL FEDERAL CORPORATION
                                 ------------------------------
                                 (Registrant)


Date:  May 3, 1999               /s/  James A. Laphen
       -----------               --------------------------------------------
                                 James A. Laphen, President, Chief Operating
                                 Officer and Chief Financial Officer (Duly
                                 Authorized and Principal Financial Officer)



Date:  May 3, 1999               /s/ Gary L. Matter
       -----------               --------------------------------------------
                                 Gary L. Matter, Senior Vice President,
                                 Controller and Secretary
                                 (Principal Accounting Officer)


                                       3

<PAGE>
 
                                  Exhibit 99

                      Press Release Dated April 29, 1999



                                        



                                        
<PAGE>
 
Date:     April 29, 1999

Contact:  Larry R. Goddard
          Investor Relations Department
          (402) 390-6553

FOR IMMEDIATE RELEASE
- ---------------------

     Omaha, Nebraska (April 29, 1999)--Commercial Federal Corporation (NYSE:
CFB) announced today that its Board of Directors authorized the repurchase of up
to 5 percent of the Company's outstanding common stock during the next 18
months.  The Company currently has 60,993,876 common shares outstanding.

     Repurchases could be made at any time and in any amount, depending upon
market conditions and various other factors.  Any repurchase generally would be
on the open-market, although privately negotiated transactions are also
possible.  In compliance with Nebraska law, all repurchased shares will be
cancelled.

     "We believe that the repurchase of our shares is an important component of
our capital management," stated William A. Fitzgerald, chairman and chief
executive officer.  "In our opinion, this represents an attractive investment
opportunity for the Company."

     Commercial Federal Corporation, with assets of $12.9 billion at March 31,
1999, is the holding company for Commercial Federal Bank, a federal savings bank
that operates 254 retail offices in Iowa, Colorado, Nebraska, Kansas, Oklahoma,
Missouri, Arizona, South Dakota, and Minnesota.

     Commercial Federal shares are traded on the New York Stock Exchange under
the symbol "CFB."
          




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