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Previous: LIBERTY TERM TRUST INC 1999, N-30D, 1998-03-02 |
Next: BLACKROCK 1998 TERM TRUST INC, N-30D, 1998-02-27 |
<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended August 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
------------------- --------------------
Commission file number: 0-19611
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Citizens Federal Bank, F.S.B.
and Related Companies Savings and Investment
401(k) Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
CitFed Bancorp, Inc.
One Citizens Federal Centre
Dayton, Ohio 45402
<PAGE> 2
REQUIRED INFORMATION
The financial statements filed as part of the annual report of the plan include:
1. Audited statements of net assets available for benefits as filed under
the Employee Retirement Income Security Act of 1974, as amended
("ERISA");
2. Audited statements of changes in net assets available for benefits as
filed under ERISA.
<PAGE> 3
SAVINGS AND
INVESTMENT 401(k)PLAN
OF CITIZENS FEDERAL
BANK, F.S.B. AND
RELATED COMPANIES
Financial Statements as of August 31, 1997 and 1996 and for the Three Years
in the Period Ended August 31, 1997 and Supplemental Schedules as of and
for the Year Ended August 31, 1997 and Independent Auditors' Report
<PAGE> 4
SAVINGS AND INVESTMENT 401(k) PLAN OF CITIZENS FEDERAL
BANK, F.S.B. AND RELATED COMPANIES
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Page
<S> <C>
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits Including Supplemental
Information by Fund - August 31, 1997 and 1996 2-3
Statements of Changes in Net Assets Available for Benefits Including
Supplemental Information by Fund - Years Ended August 31, 1997, 1996 and 1995 4-6
Notes to Financial Statements 7-9
SUPPLEMENTAL SCHEDULES AS OF AND FOR
THE YEAR ENDED AUGUST 31, 1997:
Item 27a - Schedule of Assets Held for Investment Purposes 10
Item 27d - Schedules of Reportable Transactions 11-12
</TABLE>
<PAGE> 5
INDEPENDENT AUDITORS' REPORT
To the Trustees and Participants of the
Savings and Investment 401(k) Plan of
Citizens Federal Bank, F.S.B. and Related Companies:
We have audited the accompanying financial statements of the Savings and
Investment 401(k) Plan of Citizens Federal Bank, F.S.B. and Related Companies
("Plan") as of August 31, 1997 and 1996 and for each of the three years in the
period ended August 31, 1997, listed in the table of contents. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of August 31,
1997 and 1996, and the changes in net assets available for benefits for each of
the three years in the period ended August 31, 1997, in conformity with
generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information by fund for
each of the three years in the period ended August 31, 1997 present information
regarding the net assets available for benefits and changes in net assets
available for benefits of the individual funds. The supplemental information is
the responsibility of the Plan's management. The accompanying supplemental
schedules listed in the table of contents are presented for purposes of
additional analysis and are not a required part of the basic financial
statements, but are supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. These schedules are the responsibility
of the Plan's management. Such supplemental information by fund and the
supplemental schedules have been subjected to the auditing procedures applied in
the audit of the basic financial statements and, in our opinion, are fairly
stated in all material respects when considered in relation to the basic
financial statements taken as a whole.
DELOITTE & TOUCHE LLP
Dayton, Ohio
February 13, 1998
<PAGE> 6
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AUGUST 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-----------------------------------------------------------------------------------
MONEY AGGRESSIVE INTER-
MARKET BOND BALANCED GROWTH GROWTH NATIONAL
FUND FUND FUND FUND FUND FUND
<S> <C> <C> <C> <C> <C> <C>
Cash and equivalents $ 50,943 $ $ $ $ 194 $ 1,568
Investments, at fair value (Notes B and C):
CitFed Bancorp stock
Federated U.S. Government
Securities 199,902
Golden Rainbow - A James Advised
Mutual Fund 2,878,435
Founders Growth Fund 3,989,173
Invesco Dynamics Fund 1,091,150
Managers International Equity Fund 483,003
Federated Prime Obligation Fund 648,205
Pooled Loan Account
Strong Money Market Fund 363
--------- --------- ----------- ----------- ----------- ---------
Total investments 648,568 199,902 2,878,435 3,989,173 1,091,150 483,003
Receivables:
Employer contributions 3,975 1,626 16,591 26,108 10,121 5,115
Participant contributions, including
loan repayments 1,806 861 6,785 10,414 4,272 2,246
--------- --------- ----------- ----------- ----------- ---------
NET ASSETS AVAILABLE FOR
BENEFITS $ 705,292 $ 202,389 $ 2,901,811 $ 4,025,695 $ 1,105,737 $ 491,932
========= ========= =========== =========== =========== =========
</TABLE>
<TABLE>
<CAPTION>
LOAN
STOCK FUND FUND TOTAL
<S> <C> <C> <C>
Cash and equivalents $ $ $ 52,705
Investments, at fair value (Notes B and C):
CitFed Bancorp stock 6,943,684 6,943,684
Federated U.S. Government
Securities 199,902
Golden Rainbow - A James Advised
Mutual Fund 2,878,435
Founders Growth Fund 3,989,173
Invesco Dynamics Fund 1,091,150
Managers International Equity Fund 483,003
Federated Prime Obligation Fund 648,205
Pooled Loan Account 339,534 339,534
Strong Money Market Fund 363
----------- --------- ------------
Total investments 6,943,684 339,534 16,573,449
Receivables:
Employer contributions 26,524 90,060
Participant contributions, including
loan repayments 10,979 37,363
----------- --------- ------------
NET ASSETS AVAILABLE FOR
BENEFITS $ 6,981,187 $ 339,534 $ 16,753,577
=========== ========= ============
</TABLE>
See notes to financial statements.
- 2 -
<PAGE> 7
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AUGUST 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-----------------------------------------------
MONEY
BALANCED MARKET LOAN
FUND FUND FUND
<S> <C> <C> <C>
Cash and equivalents $ 3,351 $ 89,458 $
Investments, at fair value (Notes B and C):
Golden Rainbow - A James Advised
Mutual Fund 4,108,395
Federated cash plus prime obligations fund 359,222
CitFed Bancorp Inc. common stock
SEI equity mutual funds
SEI bond mutual funds
Loans to participants 238,451
Receivables:
Employer contributions 4,464 695
Participant contributions,
including loan repayments 14,440 1,700
------------ ---------- ----------
NET ASSETS AVAILABLE FOR
BENEFITS $ 4,130,650 $ 451,075 $ 238,451
============ ========== ==========
</TABLE>
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-----------------------------------------------
STOCK GROWTH BOND
FUND FUND FUND TOTAL
<S> <C> <C> <C> <C>
Cash and equivalents $ 43,753 $ 31,075 $ (16,889) $ 150,748
Investments, at fair value (Notes B and C):
Golden Rainbow - A James Advised
Mutual Fund 4,108,395
Federated cash plus prime obligations fund 359,222
CitFed Bancorp Inc. common stock 4,082,175 4,082,175
SEI equity mutual funds 2,058,725 2,058,725
SEI bond mutual funds 225,840 225,840
Loans to participants 238,451
Receivables:
Employer contributions 3,243 3,027 383 11,812
Participant contributions,
including loan repayments 10,210 9,617 1,196 37,163
------------ ------------ ---------- ------------
NET ASSETS AVAILABLE FOR
BENEFITS $ 4,139,381 $ 2,102,444 $ 210,530 $ 11,272,531
============ ============ ========== ============
</TABLE>
See notes to financial statements.
-3-
<PAGE> 8
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED AUGUST 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------------------------------------------------------
MONEY AGGRESSIVE INTER-
MARKET BOND BALANCED GROWTH GROWTH NATIONAL
FUND FUND FUND FUND FUND FUND
<S> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME:
Net appreciation (depreciation) in
fair value of investments (Notes B
and C) $ $ (128) $ 245,850 $ 882,508 $ 56,878 $ 46,671
Interest and dividend income 18,735 7,822 171,855 106,486 11,780
--------- --------- ----------- ----------- ----------- ---------
Total investment income 18,735 7,694 417,705 882,508 163,364 58,451
--------- --------- ----------- ----------- ----------- ---------
CONTRIBUTIONS (Note A):
Participants (including loan
repayments) 85,684 12,274 209,254 334,289 130,627 58,037
Employer 14,458 4,621 62,961 96,030 34,321 16,903
Rollover 24,245 720 8,668 16,161 190
--------- --------- ----------- ----------- ----------- ---------
Total contributions 124,387 16,895 272,935 438,987 181,109 75,130
--------- --------- ----------- ----------- ----------- ---------
TOTAL
LOANS TO PARTICIPANTS (11,169) (159) (26,621) (60,008) (9,254) (4,708
DISTRIBUTIONS TO PARTICIPANTS (10,373) (95) (121,400) (250,177) (66,037) (24,260
--------- --------- ----------- ----------- ----------- ---------
NET INCREASE 121,580 24,335 542,619 1,011,310 269,182 104,613
FUND TRANSFERS 132,637 (32,476) (1,771,458) 911,941 836,555 387,319
NET ASSETS AVAILABLE FOR
BENEFITS:
Beginning of year 451,075 210,530 4,130,650 2,102,444
--------- --------- ----------- ----------- ----------- ---------
End of year $ 705,292 $ 202,389 $ 2,901,811 $ 4,025,695 $ 1,105,737 $ 491,932
========= ========= =========== =========== =========== =========
</TABLE>
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------
LOAN
STOCK FUND FUND TOTAL
<S> <C> <C> <C>
INVESTMENT INCOME:
Net appreciation (depreciation) in
fair value of investments (Notes B
and C) $ 3,119,646 $ $ 4,351,425
Interest and dividend income 31,995 348,673
----------- ---------- ------------
Total investment income 3,151,641 4,700,098
----------- ---------- ------------
CONTRIBUTIONS (Note A):
Participants (including loan
repayments) 302,149 (112,887) 1,019,427
Employer 92,515 321,809
Rollover 172,143 222,127
----------- ---------- ------------
Total contributions 566,807 (112,887) 1,563,363
----------- ---------- ------------
TOTAL
LOANS TO PARTICIPANTS (102,051) 213,970
DISTRIBUTIONS TO PARTICIPANTS (310,073) (782,415)
----------- ---------- ------------
NET INCREASE 3,306,324 101,083 5,481,046
FUND TRANSFERS (464,518)
NET ASSETS AVAILABLE FOR
BENEFITS:
Beginning of year 4,139,381 238,451 11,272,531
----------- ---------- ------------
End of year $ 6,981,187 $ 339,534 $ 16,753,577
=========== ========== ============
</TABLE>
See notes to financial statements.
-4-
<PAGE> 9
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED AUGUST 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
----------------------------------------------------------------
MONEY
BALANCED MARKET LOAN STOCK
FUND FUND FUND FUND
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Net appreciation (depreciation)
in fair value of investments
(Notes B and C) $ 43,401 $ $ $ 9,341
Interest and dividend income 170,597 23,493 31,418
----------- --------- --------- -----------
Total investment income 213,998 23,493 40,759
----------- --------- --------- -----------
CONTRIBUTIONS (Note A):
Participants, including loan repayments 407,507 59,996 (124,161) 300,603
Employer 109,369 20,019 81,362
Rollover 1,686 20,677 100,614
----------- --------- --------- -----------
Total contributions 518,562 100,692 (124,161) 482,579
----------- --------- --------- -----------
TOTAL 732,560 124,185 (124,161) 523,338
LOANS TO PARTICIPANTS (75,377) (14,765) 152,571 (33,359)
DISTRIBUTIONS TO PARTICIPANTS (315,566) (23,909) (145,467)
----------- --------- --------- -----------
NET INCREASE 341,617 85,511 28,410 344,512
FUND TRANSFERS (304,369) (147,804) 9,800
NET ASSETS AVAILABLE FOR
BENEFITS:
Beginning of year 4,093,402 513,368 210,041 3,785,069
----------- --------- --------- -----------
End of year $ 4,130,650 $ 451,075 $ 238,451 $ 4,139,381
=========== ========= ========= ===========
</TABLE>
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------
GROWTH BOND
FUND FUND TOTAL
<S> <C> <C> <C>
INVESTMENT INCOME:
Net appreciation (depreciation)
in fair value of investments
(Notes B and C) $ 181,148 $ (3,284) $ 230,606
Interest and dividend income 14,315 13,586 253,409
----------- ---------- ------------
Total investment income 195,463 10,302 484,015
----------- ---------- ------------
CONTRIBUTIONS (Note A):
Participants, including loan repayments 279,965 56,703 980,613
Employer 74,943 22,891 308,584
Rollover 11,805 2,403 137,185
----------- ---------- ------------
Total contributions 366,713 81,997 1,426,382
----------- ---------- ------------
TOTAL 562,176 92,299 1,910,397
LOANS TO PARTICIPANTS (14,531) (14,539)
DISTRIBUTIONS TO PARTICIPANTS ) (77,594) (4,127) (566,663
----------- ---------- ------------
NET INCREASE 470,051 73,633 1,343,734
FUND TRANSFERS 545,799 (103,426)
NET ASSETS AVAILABLE FOR
BENEFITS:
Beginning of year 1,086,594 240,323 9,928,797
----------- ---------- ------------
End of year $ 2,102,444 $ 210,530 $ 11,272,531
=========== ========= ============
</TABLE>
See notes to financial statements.
-5-
<PAGE> 10
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED AUGUST 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
---------------------------------------------------------
MONEY
BALANCED MARKET LOAN STOCK
FUND FUND FUND FUND
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Net appreciation in fair value of
investments (Notes B and C) $ 339,801 $ 695,317
Interest and dividend income 146,821 $ 24,099 29,351
----------- --------- -----------
Total investment income 486,622 24,099 724,668
----------- --------- -----------
CONTRIBUTIONS (Note A):
Participants, including loan repayments 397,270 46,487 $(100,988) 233,430
Employer 117,986 16,923 65,705
Rollover 17,814 11,861 39,856
----------- --------- --------- -----------
Total contributions 533,070 75,271 (100,988) 338,991
----------- --------- --------- -----------
TOTAL 1,019,692 99,370 (100,988) 1,063,659
LOANS TO PARTICIPANTS (67,600) (2,778) 133,814 (31,443)
DISTRIBUTIONS TO PARTICIPANTS (234,221) (69,136) (35,012)
OTHER, NET (4,576) (128) 2,199
----------- --------- --------- -----------
NET INCREASE 713,295 27,328 32,826 999,403
FUND TRANSFERS (305,458) 165,475 239,425
NET ASSETS AVAILABLE FOR
BENEFITS:
Beginning of year 3,685,565 320,565 177,215 2,546,241
----------- --------- --------- -----------
End of year $ 4,093,402 $ 513,368 $ 210,041 $ 3,785,069
=========== ========= ========= ===========
</TABLE>
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------
GROWTH BOND
FUND FUND TOTAL
<S> <C> <C> <C>
INVESTMENT INCOME:
Net appreciation in fair value of
investments (Notes B and C) $ 154,398 $ 4,840 $ 1,194,356
Interest and dividend income 15,420 12,742 228,433
----------- --------- -----------
Total investment income 169,818 17,582 1,422,789
----------- --------- -----------
CONTRIBUTIONS (Note A):
Participants, including loan repayments 173,404 30,938 780,541
Employer 50,119 10,161 260,894
Rollover 17,915 10,891 98,337
----------- --------- -----------
Total contributions 241,438 51,990 1,139,772
----------- --------- -----------
TOTAL 411,256 69,572 2,562,561
LOANS TO PARTICIPANTS (26,302) (5,691)
DISTRIBUTIONS TO PARTICIPANTS ) (49,861) (16,286) (404,516
OTHER, NET ) (1,376) (351) (4,232
----------- --------- -----------
NET INCREASE 333,717 47,244 2,153,813
FUND TRANSFERS (63,551) (35,891)
NET ASSETS AVAILABLE FOR
BENEFITS:
Beginning of year 816,428 228,970 7,774,984
----------- --------- -----------
End of year $ 1,086,594 $ 240,323 $ 9,928,797
=========== ========== ===========
</TABLE>
See notes to financial statements.
-6-
<PAGE> 11
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED AUGUST 31, 1997, 1996 AND 1995
- --------------------------------------------------------------------------------
A. DESCRIPTION OF PLAN
The following brief description of the Savings and Investment 401(k) Plan
("the Plan") of Citizens Federal Bank, F.S.B. and Related Companies ("the
Bank"), provides only general information. Participants should refer to
the plan agreement for a more complete description of the Plan's
provisions.
GENERAL - The Plan is a defined-contribution savings plan in which
participation is voluntary. Employees who have completed one year of
service with the Bank as of the Plan's entry dates (September 1 and March
1) are eligible to participate. Effective September 1, 1997, the Plan was
amended to allow quarterly entry dates. The Plan is administered by a
Committee appointed by the Board of Directors of the Bank. The Plan is
subject to the Employee Retirement Income Security Act of 1974 ("ERISA").
CONTRIBUTIONS - Subject to certain limitations, participating employees
may contribute from 1% to 8% of their eligible compensation. The Bank
contributes 55% of the first 4% of each participant's contributions,
excluding certain executives. The Bank may also contribute a percentage of
its net income at the discretion of its Board of Directors.
INVESTMENT FUNDS - As of September 1, 1996, the Plan added investment
options available to participants and also changed the specific investment
choices available to participants. Participants may choose to invest in:
Money Market Fund - This fund seeks to provide current income
through investments in a portfolio of short-term, money market
instruments.
Bond Fund - This fund seeks to preserve capital and provide a
moderate level of income by investing in short and intermediate term
securities.
Balanced Fund - This fund invests in a combination of stocks and
bonds. Its objective is to provide balanced growth and income.
Growth Fund - This fund seeks to provide long-term growth of capital
through a diversified domestic equity strategy.
Aggressive Growth Fund - This fund seeks long-term capital
appreciation through investments in companies that are in an early
stage of growth or that offer opportunities created by short-term
industry or market conditions.
International Fund - This fund seeks long-term capital appreciation
through investments in equity securities of companies domiciled
outside of the United States.
Stock Fund - This fund is invested in the common stock of CitFed
Bancorp, Inc., the parent company of Citizens Federal Bank.
Loan Fund - This fund accounts for loans to plan participants.
-7-
<PAGE> 12
PARTICIPANTS' ACCOUNTS - Participants may choose to have contributions
invested in the various investment funds in multiples of 10%. Elective
contributions of the Bank are allocated annually based on eligible
compensation of participants and bank contributions are invested based on
the same allocation as participant contributions.
VESTING AND DISTRIBUTIONS - Employee contributions are fully vested at all
times and not subject to forfeiture. Bank contributions are fully vested
after six years of participation in the Plan, or upon death, retirement
(after age 55) or disability. If employment is terminated before
retirement for any reason other than death or disability, the employee's
elective contributions and the vested portion of the Bank's contributions
are paid. Subject to certain restrictions, participants may withdraw all
or part of the vested portion of their accounts without terminating
employment.
PLAN TERMINATION - Although it has not expressed any intent to do so, the
Bank has the right under the Plan to discontinue its contributions at any
time and to terminate the Plan subject to the provisions of ERISA. If
terminated, participant accounts become fully vested and are distributable
at the direction of the Committee in accordance with the provisions of the
Plan (see Note E).
ADMINISTRATIVE EXPENSES - Administrative expenses of the Plan for the
years ended August 31, 1997, 1996 and 1995 were paid by the Bank.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USE OF ESTIMATES - The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from
those estimates.
INVESTMENTS - Investments are stated at fair value based upon quoted
prices. The net unrealized appreciation or depreciation of investments is
included in the change in net assets.
PAYMENT OF BENEFITS - Benefits are recorded when paid.
C. INVESTMENTS
Investments at fair value exceeding five percent of the net assets of the
plan at August 31, 1997 and 1996 were:
<TABLE>
<CAPTION>
AUGUST 31
--------------------------------
1997 1996
<S> <C> <C>
Golden Rainbow - A James Advised Mutual Fund $2,878,435.00 $4,108,395.00
CitFed Bancorp Inc. common stock 6,943,684.00 4,082,175.00
SEI large cap growth fund 870,352.00
SEI large cap value fund 846,272.00
Founders Growth Fund 3,989,173.00
Invesco Dynamics Fund 1,091,150.00
</TABLE>
-8-
<PAGE> 13
D. TAX STATUS
The Plan obtained its latest determination letter on March 2, 1992, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code. The Plan has been amended since receiving the determination letter.
However, the plan administrator believes that the Plan is currently
designed and is being operated in compliance with the applicable
requirements of the Internal Revenue Code. Therefore, no provision for
income taxes is included in the Plan's financial statements.
E. DISTRIBUTIONS
As of August 31, 1997, amounts allocated to participants who had elected
to withdraw from the Plan but had not yet been paid totaled $9,604. As of
August 31, 1996, amounts allocated to participants who had elected to
withdraw from the Plan but had not yet been paid totaled $90,117.
E. SUBSEQUENT EVENTS
In January, 1998, CitFed Bancorp, Inc. (parent of Plan sponsor) announced
a proposed merger with Fifth Third Bancorp. The transaction is subject to
regulatory and shareholder approval. Plan management does not know what
impact, if any, the pending merger will have on the Plan.
* * * * * *
-9-
<PAGE> 14
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AUGUST 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
NUMBER OF
SHARES OR FAIR
DESCRIPTION UNITS HELD COST VALUE
<S> <C> <C>
CitFed Bancorp Inc., Common Stock 157,811 $ 4,135,146 $ 6,943,684
Federated U.S. Government Securities Fund 19,038 199,190 199,902
Golden Rainbow Fund 145,448 2,403,507 2,878,435
Founders Growth Fund 205,099 3,453,700 3,989,173
Invesco Dynamics Fund 72,550 1,236,315 1,091,150
Managers International Equity Fund 10,149 443,547 483,003
Federated Prime Obligation Fund 648,205 648,205 648,205
Loans receivable 339,534 339,534 339,534
Strong Money Market Fund 363 363 363
------------ --------------
$ 12,859,507 $16,573,449
============ ==============
FIRST TRUST MONEY MARKET ACCOUNT $ 52,705 $ 52,705
============ =============
</TABLE>
-10-
<PAGE> 15
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS -
SINGLE TRANSACTION IN EXCESS OF FIVE PERCENT OF NET ASSETS
YEAR ENDED AUGUST 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PURCHASES SALES
--------------------------- -------------------------------------------------------------
NUMBER OF NUMBER OF
SHARES SHARES
PURCHASED AMOUNT SOLD PROCEEDS COST GAIN
<S> <C> <C> <C> <C> <C> <C>
SEI Large Cap Growth Fund $ 63,138 $ 979,263 $ 742,221 $ 237,042
SEI Large Cap Value Fund 60,871 913,680 749,947 163,733
CitFed Bancorp, Inc., Common Stock 19,817 $ 847,177
Founders Growth Fund 206,217 3,445,886
Invesco Dynamics Fund 67,609 950,589
</TABLE>
-11-
<PAGE> 16
SAVINGS AND INVESTMENT 401(k) PLAN OF
CITIZENS FEDERAL BANK, F.S.B. AND RELATED COMPANIES
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS -
SERIES OF TRANSACTIONS IN EXCESS OF FIVE PERCENT OF NET ASSETS
YEAR ENDED AUGUST 31, 1997
<TABLE>
<CAPTION>
PURCHASES
------------------------------------------
NUMBER OF
TRANS- NUMBER OF
ACTIONS SHARES AMOUNT
<S> <C> <C> <C>
CitFed Bancorp, Inc., Common Stock 62 58,308 $ 2,225,837
Federated Prime Obligation Fund 65 771,313 771,313
Founders Growth Fund 65 251,981 4,243,190
Golden Rainbow Fund 51 36,045 675,746
Invesco Dynamics Fund 44 90,200 1,258,794
SEI Large Cap Growth Fund 3 774 11,490
SEI Large Cap Value Fund 3 1,357 19,904
Strong Money Market Fund 83 580,913 580,913
</TABLE>
<TABLE>
<CAPTION>
SALES
-----------------------------------------------------------------
NUMBER OF
TRANS- NUMBER OF GAIN
ACTIONS SHARES PROCEEDS COST (LOSS)
<S> <C> <C> <C> <C> <C>
CitFed Bancorp, Inc., Common Stock 62 9,355 $ 345,307 $ 245,130 $ 100,177
Federated Prime Obligation Fund 55 123,109 123,109 123,109
Founders Growth Fund 96 46,884 808,183 789,490 18,693
Golden Rainbow Fund 73 126,168 2,298,582 2,103,253 195,329
Invesco Dynamics Fund 64 17,649 223,834 246,313 (22,479)
SEI Large Cap Growth Fund 4 63,209 980,405 745,471 234,934
SEI Large Cap Value Fund 4 61,207 918,774 757,256 161,518
Strong Money Market Fund 50 580,550 580,550 580,550
</TABLE>
-12-
<PAGE> 17
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange
Act of 1934, the trustees (or other persons who administer the employee benefit
plan) has duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
CITIZENS FEDERAL BANK, F.S.B., AND
RELATED COMPANIES SAVINGS AND
INVESTMENT 401(k) PLAN
Date: March 2, 1998 By: /s/ Clarence E. Bowman
---------------------- --------------------------------
Clarence E. Bowman
Title: Trustee
Date: March 2, 1998 By: /s/ Alan B. Schaeffer, Esq.
---------------------- --------------------------------
Alan B. Schaeffer, Esq.
Title: Trustee
Date: March 2, 1998 By: /s/ Leon A. Whitney
---------------------- --------------------------------
Leon A. Whitney
Title: Trustee
<PAGE> 18
INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
- ------- --- -----------
23.1 Independent Auditors' Consent
<PAGE> 1
EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
33-56550 of CitFed Bancorp, Inc. on Form S-8 of our report dated February 13,
1998, appearing in the Annual Report on Form 11-K of the Citizens Federal Bank,
F.S.B. and Related Companies Savings and Investment 401(k) Plan for the year
ended August 31, 1997.
/s/DELOITTE & TOUCHE LLP
Dayton, Ohio
February 24, 1998
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