MBLA FINANCIAL CORP
8-K, 1999-08-31
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                                 UNITED STATES
                      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 25, 1999
                                                       ---------------

                            MBLA FINANCIAL CORPORATION
                            --------------------------
               (Exact Name of Registrant as Specified in Its Charter)

      Delaware                        0-21482                     43-1637679
      --------                        -------                     ----------
(State or other Jurisdiction of     (Commission                 (IRS Employer
Incorporation or Organization)      File Number)             Identification No.)

                    101 Vine Street, Macon Missouri  63552
                    --------------------------------------
              (Address of Principal Executive Offices) (Zip Code)

                                 (660) 385-2122
                                 --------------
             (Registrant's Telephone Number, including Area Code)

                                Not Applicable
                                --------------
         (Former Name or Former Address, If Changed Since Last Report)









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ITEM 5.  OTHER EVENTS.
         ------------

      On August 26, 1999, MBLA Financial Corporation ("MBLA"), announced that at
a special meeting of shareholders  held on August 25, 1999, the  shareholders of
MBLA approved the  Agreement  and Plan of Merger  pursuant to which MBLA will be
acquired by Citizens Bancshares Company ("Citizens").

      The press release issued by MBLA is filed herewith as Exhibit 99.1.


ITEM 7(C).    FINANCIAL STATEMENTS AND EXHIBITS.
              ---------------------------------

Exhibit 99.1 Press Release  issued by MBLA  Financial  Corporation on August 26,
1999.























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                                  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.


                              MBLA FINANCIAL CORPORATION



Dated:  August 31, 1999       By: \s\ John T. Neer
                                  -----------------------------------------
                                  John T. Neer
                                  President and Chief Executive Officer

























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                                 EXHIBIT INDEX


Exhibit 99.1       Press Release issued by MBLA Financial Corporation on
                   August 26, 1999.


















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                                 EXHIBIT 99.1

*FOR IMMEDIATE RELEASE*


           MBLA FINANCIAL CORPORATION'S STOCKHOLDERS APPROVE MERGER


      Macon,  Missouri (August 26, 1999) -- MBLA Financial  Corporation (Nasdaq:
MBLF)  today  announced  that,  at its  Special  Meeting  of  Stockholders  held
yesterday,  its stockholders  overwhelmingly  approved the Agreement and Plan of
Merger  with  Citizens  Bancshares  Company,  pursuant to which  Citizens  would
acquire MBLA. Under the terms of the merger agreement, each share of MBLA common
stock would be exchanged for a cash payment equal to $24.15 plus an amount equal
to the change in adjusted book value per share of MBLA from December 31, 1998 to
the end of the month prior to the closing.

      The  merger,  which is subject to the receipt of all  required  regulatory
approvals, is expected to close in the fourth quarter of 1999.

For further information contact:

John T. Neer
President and CEO
MBLA Financial Corporation
(660) 385-2122

















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