WEBSTER FINANCIAL CORP
8-K, 2000-02-09
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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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 and Exchange Act of 1934



       Date of Report (Date of earliest event reported): February 3, 2000



                          WEBSTER FINANCIAL CORPORATION
            ---------------------------------------------------------
             (Exact name of registrant as specified in its charter)



          DELAWARE                 0-15213             06-1187536
          --------                 -------             ----------
(State or other jurisdiction     (Commission          (IRS Employer
      of incorporation)         File Number)       Identification No.)



                   WEBSTER PLAZA, WATERBURY, CONNECTICUT 06702
                   -------------------------------------------
                    (Address of principal executive offices)



       Registrant's telephone number, including area code: (203) 753-2921
                                                          -----------------


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


<PAGE>


ITEM 5.  OTHER EVENTS.

                  Webster  Financial  Corporation  announced on February 3, 2000
that its annual meeting of shareholders will be held on Thursday, April 27, 2000
at 4:00 p.m.,  (eastern  time) at the  Courtyard by Marriott,  63 Grand  Street,
Waterbury,  Connecticut.  Webster  issued a press  release on  February  3, 2000
describing the meeting and providing additional  information about Webster.



ITEM 7.           FINANCIAL STATEMENTS AND EXHIBITS.



(a)      Not applicable.

(b)      Not applicable.

(c)      Not applicable



<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 hereunto duly authorized.



                          WEBSTER FINANCIAL CORPORATION
                          (Registrant)



                          /s/ James C. Smith
                          ------------------------------
                          James C. Smith
                          Chairman and Chief Executive Officer



Date: February 8, 2000


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