PROGRESS FINANCIAL CORP
8-K, 1998-01-27
STATE 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



                                                 January 15, 1998


                                         (Date of earliest event reported)



                                          Progress Financial Corporation


                         (Exact name of registrant as specified in its charter)



Delaware                      0-14815                                25-2413363


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

4 Sentry Parkway, Suite 230, Blue Bell, Pennsylvania          19422-0764

(Address of principal executive offices)                       (Zip Code)



                                                  (610)-825-8800


                           (Registrants telephone number, including area code)



                                                  Not Applicable


Former name, former address and former fiscal year, if changed since last 
report)





                                         Exhibit Index appears on page 4.


Item 5.                    Other Events

On January 15, 1998, Progress Financial Corporation announced that it
had completed its acquisition of PAM Holding Corp. based in Bethlehem,
Pennsylvania. PAM Holding Corp., through its subsidiary PAM Financial Corp. 
specializes in leasing data processing, dry cleaning, and restaurant equipment
 in the eastern United States. The company has a portfolio in excess of $15 
million in small business leases. After this acquisition, Progress Banks 
equipment leasing division will exceed $50 million in
leases outstanding.

Under the terms of the stock purchase agreement, PAM Holding Corp. becomes a
 wholly owned subsidiary of Progress Bank, a Federally Chartered Stock Saving
 Bank and a wholly owned subsidiary of PFC.

The press release is attached as an exhibit to this report and is incorporated 
herein by reference.





                                                    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.


                                PROGRESS FINANCIAL CORPORATION





Dated:            January 26, 1998       By:      /s/ Frederick E. Schea     _
                                                      Frederick E. Schea
                                                      Senior Vice President and
                                                      Chief Financial Officer





                                                   EXHIBIT INDEX



        Exhibit Number                                           Description

                  99(a)                                 Press Release issued on
                                                            January 15, 1998





                                                   Exhibit 99(a)

                                               Press Release issued
                                                On January 15, 1998






NEWS RELEASE


Contact:          W. Kirk Wycoff  (610) 825-8800
                  Progress Financial Corporation
                  4 Sentry Parkway  Suite 200
                  Blue Bell, PA   19422

                  Frederick E. Schea  (610) 941-4804
                  Progress Financial Corporation
                  4 Sentry Parkway Suite 200
                  Blue Bell, PA   19422

For immediate release:

Progress Acquires PAM Holding Corp.


Blue Bell, PA, January 15, 1998  Progress Financial Corporation announced today
that it has completed its  acquisition of PAM Holding Corp.  based in Bethlehem,
Pennsylvania.  PAM Holding Corp.  through its  subsidiary  PAM  Financial  Corp.
specializes in leasing data processing,  dry cleaning,  and restaurant equipment
in the eastern  United  States.  The  company  has a portfolio  in excess of $15
million in small  business  leases.  After  this  acquisition,  Progress  Banks
equipment leasing division will exceed $50 million in leases outstanding.

PAM Holding Corp. has  specialized in serving the small business  market through
direct sales contact and telemarketing for over 10 years and had previously been
a subsidiary of a major New Jersey banking company.  Patrick A. McGee, President
of  PAM  Holding  Corp.  will  remain  in  his  current  position.  "This  is an
opportunity to strengthen our equipment  leasing  business by acquiring a proven
and profitable  financial services company", said W. Kirk Wycoff,  President and
Chief Executive Officer of Progress Financial Corporation.  "We are committed to
the strategy of  investing in  non-banking  financial  companies  that serve the
business  community",  Wycoff said,  and "The deal will be accretive to Progress
shareholders  in the first year following the  acquisition."  Under the terms of
the purchase agreement,  PAM Holding Corp. will become a wholly owned subsidiary
of  Progress  Bank,  Blue Bell,  Pennsylvania.  This  acquisition  will  enhance
Progress Financial Corporation's equipment leasing business started in 1995 with
the acquisition of Quaker State Financial Corporation in Blue Bell, Pennsylvania
and in 1996 with the acquisition of The Equipment Leasing Company,  in Timonium,
Maryland.  Progress  Financial  Corporation is a unitary thrift holding  company
headquartered in Blue Bell,  Pennsylvania.  The business of the Company consists
primarily of the operation of Progress Bank, which serves business and consumers
through 10 full service offices.  The Company also offers a diversified array of
other financial  services,  including equipment leasing through the Bank's other
subsidiaries,  Quaker State Leasing Company,  Blue Bell,  Pennsylvania;  and The
Equipment Leasing Company, Timonium, Maryland. In addition, the Company conducts
commercial  mortgage  banking and brokerage  services  through  Progress  Realty
Advisors,  Inc.; with locations in Blue Bell, Pennsylvania,  Richmond,  Virginia
and  Woodbridge,  New Jersey;  and  business to business  telemarketing  through
Procall  Teleservices,  Inc. The Company's  common stock is traded on the NASDAQ
Stock Market under the symbol "PFNC."


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