CHARTER ONE FINANCIAL INC
8-K, 1997-08-08
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)
                           August 8, 1997




                   CHARTER ONE FINANCIAL, INC.                    
- ------------------------------------------------------------------
    (Exact name of Registrant as specified in its Charter)




    Delaware                 0-16311                  34-1567092  
- ------------------------------------------------------------------
(State or other         (Commission File          (IRS Employer
 jurisdiction of             Number)            Identification
 incorporation)                                         No.)




1215 Superior Avenue, Cleveland, Ohio                    44114    
- ------------------------------------------------------------------
(Address of principal executive offices)               (Zip Code)




Registrant's telephone number, including area code: (216) 566-5300
- ------------------------------------------------------------------

ITEM 5.     OTHER EXHIBITS

   Attached as Exhibit 99.1 is the Registrant's press release dated
   August 8, 1997 announcing the termination of its stock repurchase program.


ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
            AND EXHIBITS

       (c)  The following exhibit is filed as part of this
            Report:

          99.1  Press release dated August 8, 1997.

                          SIGNATURE


     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.


                                  CHARTER ONE FINANCIAL, INC.



Date: August 8, 1997          By:   /s/ Robert J. Vana
                                   -----------------------------
                                   Robert J. Vana
                                   Chief Corporate Counsel and
                                     Secretary



                          EXHIBIT INDEX




Exhibit
Number                        Description
     
99.1      Press Release dated August 8, 1997.


<PAGE>

INVESTOR CONTACT: Ellen Batkie   (800) 262-6301
MEDIA CONTACT:    William Dupuy  (216) 566-5311


           CHARTER ONE RESCINDS STOCK REPURCHASE PROGRAM
                  IN CONJUNCTION WITH RCSB MERGER
           ---------------------------------------------


CLEVELAND, Ohio, August 8, 1997 -- Charter One Financial, Inc. (NASDAQ:COFI)
announced today that, in conjunction with its pending merger with RCSB
Financial, Inc. (NASDAQ:RCSB) which will be treated as a pooling of
interests for accounting purposes, it has formally rescinded its stock
repurchase program.  Charter One had 865,458 shares remaining unpurchased
in its current 5% stock repurchase program, authorized by Charter One's
board of directors in May 1996.  Charter one currently has 46.3 million
shares outstanding.

RCSB is a $4 billion savings bank holding company headquartered in
Rochester, New York.  In addition to the merger with RCSB, Charter One
has a merger pending with Haverfield Corporation (NASDAQ:HVFD), a
$346 million savings bank holding company headquartered in Cleveland.

Charter One's principal subsidiary, Charter One Bank, has approximately
$14.6 billion in total assets and is one of the largest thrifts in the
country.  Charter One has 175 branch locations: 95 branches in Ohio
operating under the name Charter One Bank and 80 branches in Michigan
operating under the name First Federal of Michigan.  RCSB is the holding
company of Rochester Community Savings Bank which operates through 38
branches in Rochester and Buffalo, New York.  Haverfield's principal
subsidiary, Home Bank F.S.B., operates out of 10 branches in the
Cleveland area.



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