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): September 12, 1997
FIRST REPUBLIC BANCORP INC.
(Exact Name of Registrant as Specified in Charter)
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DELAWARE 0-15882 94-2964497
<S> <C> <C>
(State or other Jurisdiction of (Commission File Number) (IRS Employer Identification
Incorporation) No.)
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388 MARKET STREET, SAN FRANCISCO, CALIFORNIA 94111
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code: (415) 392-1400
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On August 26, 1997, the stockholders of First Republic Bancorp
Inc. ("First Republic") approved an Agreement and Plan of Merger (the "Plan
of Merger") between First Republic and First Republic Savings Bank, the
sole wholly-owned subsidiary of First Republic ("FRSB"). The merger
provided for in the Plan of Merger (the "Merger") will become effective at
the close of business on September 12, 1997. In the Merger: (i) First
Republic will be merged with and into FRSB; (ii) FRSB will be converted
from a Nevada-chartered thrift company into a Nevada chartered bank; (iii)
the name of the surviving corporation will be changed to First Republic
Bank (the "Bank"); and (iv) each share of First Republic's common stock,
par value $.01, will be converted into one share of the Bank's common
stock, par value $.01.
Pursuant to the Securities Exchange Act of 1934, after the Merger
becomes effective the Bank will be required to make periodic and other
filings with the Federal Deposit Insurance Corporation but not with the
Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA Financial Information and Exhibits
(a) Financial statements of business acquired: Not Applicable
(b) PRO FORMA financial information: Not Applicable
(c) Exhibits: None
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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.
FIRST REPUBLIC BANK
Dated: September 12, 1997 By: /S/ JAMES H. HERBERT
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James H. Herbert, II
President
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