HBANCORPORATION INC
8-K, 1999-03-08
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 Exchange Act of 1934



                Date of Report (Date of earliest event reported)
                                  March 8, 1999


                              HBANCORPORATION, INC.
             (Exact name of Registrant as specified in its Charter)



Delaware                       0-27700                     37-1351506
(State or other       (Commission File Number)          (IRS Employer
jurisdiction of                                         Identification
 incorporation)                                         Number)


619 12th Street, Lawrenceville, Illinois                       62439           
- -----------------------------------------------------------------------
(Address of principal executive offices)                     (Zip Code)


Registrant's telephone number, including area code:   (618) 943-2515          



                                       N/A
          (Former name or former address, if changed since last report)


                                        1

<PAGE>



Item 5. Other Events

     HBancorporation,  Inc. issued a press release dated March 8, 1999, attached
hereto as Exhibit 28.1,  announcing  the  initiation to  de-register as a public
reporting  company with the Securities and Exchange  Commission  effective March
30, 1999.


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

    (c) Exhibits

        Exhibit 28.1   Press Release dated March 8, 1999.


                                        2

<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.


                                       HBANCORPORATION, INC.


Date:   March  8,   1999               By: /s/  Kevin  J.   Kavanaugh
        ----------------                   ---------------------------
                                           Kevin J. Kavanaugh
                                           President and Chief Executive Officer



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<PAGE>



                                                      Exhibit 28.1



                              HBANCORPORATION, INC.
                                 618 12th Street
                          Lawrenceville, Illinois 62439


                                  PRESS RELEASE


For Immediate Release                             For Information Contact:
Date: March 8, 1999                               Kevin J. Kavanaugh, President
                                                  (618) 943-2515


                              HBANCORPORATION, INC.
                  ANNOUNCES INTENT TO DE-REGISTER WITH THE SEC


     Lawrenceville,  Illinois,  March  8,  1999  -  HBancorporation,  Inc.  (the
"Company"), the parent holding company for Heritage National Bank, announced its
intention  today to  de-register  with the  Securities  and Exchange  Commission
("SEC") from the reporting  requirements of the Securities  Exchange Act of 1934
effective March 30, 1999. The Company first became a public reporting company on
March 29, 1996, and at that time committed to remain a public reporting  company
for at least three years.

     Kevin J. Kavanaugh,  President of the Company,  indicated that the Board of
Directors  approved the  de-registration  with the SEC in light of the Company's
current number of record  stockholders and the cost savings to the Company.  Mr.
Kavanaugh  stated  that it is the  Company's  intention  to  provide  its record
stockholders  with press  releases of material  events  affecting  the  Company,
quarterly  unaudited  earnings  releases,  as well as an annual report and proxy
statement. Additionally, the Company will maintain a list of persons desiring to
sell or purchase the Company's common stock.  These lists will be made available
to anyone, without charge, upon request.

                                      -END-



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