REPUBLIC FIRST BANCORP INC
8-K, 1998-05-22
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


        DATE OF THE REPORT (Date of Earliest Event Reported): May 1, 1998


                          REPUBLIC FIRST BANCORP, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


      PENNSYLVANIA                    0-17007                  23-2486815
(STATE OR OTHER JURISDICTION      (COMMISSION FILE         (I.R.S. EMPLOYER
    OF INCORPORATION)                  NUMBER)             IDENTIFICATION NO.)

                    1608 WALNUT STREET, PHILADELPHIA PA 19103
              (ADDRESS AND ZIP CODE OF PRINCIPAL EXECUTIVE OFFICES)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (215) 735-4422


          (FORMER NAME OR FORMER ADDRESS, IF CHANGED FROM LAST REPORT)



                                Page 1 of 3 Pages
<PAGE>



Item 5.  Other Events.

         On May 22,  1998,  the  Registrant  announced  that  its  wholly  owned
subsidiary,  Republic Bank, Philadelphia,  PA (the "Bank"), received notice from
Jackson-Hewitt, Inc. ("Jackson-Hewitt"),  the Bank's associate in the Bank's Tax
Refund Program (the "Program"),  that Jackson-Hewitt was reviewing the structure
of the Program with the Bank, and others,  and, pending this review,  it advised
the Bank that it would not renew its agreement  with the Bank to supply  funding
for the Program for the year 2000.

         Under the Bank's existing  agreement with  Jackson-Hewitt,  the program
will remain in effect through  October,  1999 and will be effective for the 1999
tax season.

         The Registrant further stated that the Bank is currently in discussions
with Jackson-Hewitt  regarding the Bank's future  participation in a revised tax
refund program.

         A copy of the press release  announcing this transaction is attached as
Exhibit 99.1.


                                Page 2 of 3 Pages

<PAGE>
                                    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.



                                        REPUBLIC FIRST BANCORP, INC.
                                              (Registrant)


Dated:  May 22, 1998                    By:
                                           George S. Rapp,
                                           Executive Vice-President







                                Page 3 of 3 Pages




                                  EXHIBIT 99.1


                                                    NEWS RELEASE
                                                    FOR RELEASE
                                                    IMMEDIATELY
                                                    Contact:  George S. Rapp
                                                    215-735-4422

                     REPUBLIC FIRST BANCORP, INC., PARENT OF
                         FIRST REPUBLIC BANK, ANNOUNCES
                    CHANGES IN THE JACKSON HEWITT TAX PROGRAM

Philadelphia,  PA, May 22, 1998 -- Republic First Bancorp,  Inc.  (NASDAQ:FRBK),
parent  company of First  Republic  Bank,  has been informed by  Jackson-Hewitt,
Inc., the Bank's associate in the Bank's tax refund program, that Jackson-Hewitt
has decided to review the structure of the program with the Bank and others, and
pending  this  review,  it has  advised  the Bank  that it is not  renewing  its
agreement  with the Bank for the program for the year 2000.  However,  under the
Bank's existing agreement with Jackson-Hewitt, the program will remain in effect
through October, 1999 and will be effective for the upcoming 1999 tax season.

         The Company  further  stated that the Bank is currently in  discussions
with Jackson-Hewitt relating to the Bank's future participation in a revised tax
refund program and other ventures.

         First Republic Bank, Philadelphia,  is a full-service,  state chartered
commercial  bank,  a member of the Federal  Reserve  System and its deposits are
insured by the Federal Deposit Insurance  Corporation  (FDIC). The Bank provides
diversified  financial  products  through its seven  branch  offices  located in
Abington, Ardmore, Bala Cynwyd, East Norriton and Philadelphia.

         First  Republic  Bank,  Philadelphia,  is  not  affiliated  with  First
Republic  Bank,  a Nevada  chartered  bank whose  executive  offices  are in San
Francisco, California.

         Contact George S. Rapp of First Republic Bancorp, 215-735-4422 (FRBK)



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