VISTA BANCORP INC
8-K, 2000-03-21
NATIONAL 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

Date of Report (Date of earliest event reported):  March 17, 2000

                               Vista Bancorp, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

      New Jersey                      0-21264                  22-2870972
- ----------------------------        -----------               ----------------
(State or other jurisdiction        (Commission               (I.R.S. employer
of incorporation)                   file number)              Id. No.)

305 Roseberry Street, P.O. Box 5360, Phillipsburg, New Jersey           08865
- -------------------------------------------------------------         ----------
(Address of Principal Executive Offices)                              (Zip Code)

Registrant's telephone number, including area code:  (908) 859-9500

Former name or former address, if changed from last report:  Not Applicable.

<PAGE>

                              VISTA BANCORP, INC.
                                   FORM 8-K

Item 1.     Changes in Control of Registrant

            Not Applicable.

Item 2.     Acquisition or Disposition of Assets.

            Not Applicable.

Item 3.     Bankruptcy or Receivership.

            Not Applicable.

Item 4.     Changes in Registrant's Certifying Accountant.

            Not Applicable.

Item 5.     Other Events.

            At the Registrant's Board Meeting of March 17, 2000, the directors
            approved the unification of the Registrants two wholly owned
            subsidiary banks, Phillipsburg National Bank and Trust Company and
            Twin Rivers Community Bank. The unified banks will trade under the
            name of Vista Bank, N.A.

Item 6.     Resignations of Registrant's Directors.

            Not Applicable.

Item 7.     Financial Statements and Exhibits.

            The press release of the Registrant with respect to the unification
            is attached hereto and incorporated in its entirety herein.

Item 8.     Change in fiscal year.

            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.

                                          VISTA BANCORP, INC.
                                          -------------------
                                          (Registrant)


Date:  March 17, 2000               /s/ Barbara Harding
                                    -------------------
                                    Barbara Harding, President and
                                    Chief Executive Officer



For Immediate Release

Contact:    Barbara Harding (908) 859-9501
            David L. Hensley (908) 859-9504
            Marc S. Winkler (610) 559-5353

      March 23, 2000, Phillipsburg, NJ ... The Board of Directors of Vista
Bancorp, Inc. today announced their intent to unify Phillipsburg National Bank,
Phillipsburg, New Jersey and Twin Rivers Community Bank, Easton, Pennsylvania
into one bank that will be named Vista Bank, N.A. Both banks are member banks of
Vista Bancorp, Inc. The directors, at their March 17, 2000 meeting approved
their intention to apply to federal regulators for approval of the name change
to take place during the third quarter of 2000.

      Vista Bancorp, Inc., a holding company incorporated in New Jersey, was
established by Phillipsburg National Bank in 1988. In 1990, Vista Bancorp,
complying with the regulatory constraint that banks could only locate in another
state by use of a bank holding company, established Twin Rivers Community Bank
in Pennsylvania.

      "Regulatory changes over the past few years now allow us to unify our two
banking institutions," said Vista Bancorp President and CEO Barbara Harding.

      Customers of both Phillipsburg National Bank and Twin Rivers Community
Bank will have access to financial services at a total of 15 community bank
locations in northwestern New Jersey and eastern Pennsylvania.

      Marc S. Winkler, President and CEO of Twin Rivers Community Bank and David
L. Hensley, President and CEO of Phillipsburg National Bank said in a joint
statement, "We are particularly pleased that our customers will have a much
larger branch network to use to meet their financial services needs."

<PAGE>

      Over the last four years, several backroom operations, i.e., accounting,
human resources, marketing and more recently loan operations have been
consolidated into Vista Bancorp. These were the first steps implemented within
the company's strategic plan to unify the banks under the name Vista Bank, N.A.

      While VISTA Bancorp does not intend to reduce the size of its workforce,
the company does expect to gain some additional operational efficiencies. "We
intend to improve our service quality and begin offering an expanded array of
financial products and services," said Harding. "We have a reputation of
providing progressive and flexible financial solutions. None of that will
change. We will simply improve on the things that have worked so well for us in
the past."



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