TR FINANCIAL CORP
8-K, 1997-04-16
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 report (Date of earliest event reported): April 15, 1997




                               T R FINANCIAL CORP.
             (Exact name of registrant as specified in its charter)



         DELAWARE                    0-21386                      11-3154382
     (State or other             (Commission File               (IRS Employer
     jurisdiction of                 Number)                 Identification No.)
      incorporation)




                   1122 FRANKLIN AVENUE, GARDEN CITY, NEW YORK 11530
          (Address of principal executive offices, including zip code)



       Registrant's telephone number, including area code: (516) 742-9300




                                      NONE
          (Former name or former address, if changed since last report)


<PAGE>



ITEMS 1 THROUGH 4, 6, 8.            NOT APPLICABLE

ITEM 5.  OTHER EVENTS.

         On April 15, 1997, the Board of Directors of T R Financial Corp. (the
"Company"), declared a stock split in the form of a 100% stock dividend.
Stockholders of record at the close of business on May 1, 1997 will receive one
additional share of the Company's common stock for each share they own on that
date. The new shares will be distributed on May 14, 1997.

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


         (a)  Financial statements of businesses acquired.

              Not applicable.

         (b)  Pro forma financial information.

              Not applicable.

         (c)  Exhibits. The following Exhibits are filed as part of this report:


    EXHIBIT NO.                             DESCRIPTION
    -----------                             -----------

        99.1                Press Release issued on April 15, 1997.



<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.

                                      T R FINANCIAL CORP.


                                      By:  /s/ John M. Tsimbinos
                                           ------------------------------
                                               John M. Tsimbinos
                                               Chairman of the Board and
                                                  Chief Executive Officer


Dated: April 16, 1997

<PAGE>


                                  EXHIBIT INDEX



EXHIBIT                           DESCRIPTION                            PAGE
- -------                           -----------                            ----

99.1          Press Release issued on April 15, 1997.




                                                            T R FINANCIAL CORP.
                                                           1122 FRANKLIN AVENUE
 TR FINANCIAL                                             GARDEN CITY, NY 11530
    CORP.                                                        (516) 742-9300
- --------------------------------------------------------------------------------
NEWS RELEASE
- --------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE

                                       APRIL 15, 1997

                                       FOR INFORMATION CONTACT:
                                       THEODORE S. AYVAS
                                       ASSISTANT VICE PRESIDENT
                                       INVESTOR RELATIONS
                                       (516) 739-4219


               T R FINANCIAL CORP. ANNOUNCES A 100% STOCK DIVIDEND
               ---------------------------------------------------
                        AND AN INCREASE IN CASH DIVIDEND
                        --------------------------------

         GARDEN CITY, NEW YORK, April 15, 1997 -- T R Financial Corp.
(Nasdaq-ROSE), the holding company for Roosevelt Savings Bank, today announced
that its Board of Directors has declared a stock split in the form of a 100%
stock dividend. Shareholders of record at the close of business on May 1, 1997
will receive one additional share of T R Financial Corp. common stock for each
share they own on that date. The new shares will be distributed on May 14, 1997.
As a result of the split, the number of common shares outstanding will increase
to approximately 17,636,472 million shares from 8,818,236 million shares
outstanding as of March 31, 1997. Earlier today, the Board of Directors
announced first quarter net income of $0.88 per share. On a post-split basis,
first quarter net income if $0.44 per share as compared to $0.40 per share for
the year ago quarter.

         The Board of Directors also declared a quarterly cash dividend of
thirteen cents ($0.13) per common share on the post-split shares. This
represents an 18.2% increase from the previous quarter's dividend ($0.22 per
share or $0.11 per post-split share) and marks the tenth consecutive quarter
that the cash dividend has been increased. This dividend will be paid on June 2,
1997 to shareholders of record at the close of business on May 15, 1997.

         Commenting on the Board's actions, John M. Tsimbinos, Chairman and CEO
said "We are pleased to announce the Company's first stock split and the tenth
consecutive increase in our quarterly cash dividend. It is our long standing
goal to enhance long-term shareholder value. We believe the actions that the
Board has taken today are further evidence of our continued commitment to this
goal, as well as our solid financial performance since becoming a public
company. The Board will review the cash dividend regularly and hopes to maintain
a quarterly dividend in the future based on the Company's earnings, financial
condition and other factors."

         T R Financial Corp. and Roosevelt Savings Bank are headquartered in
Garden City, New York. Roosevelt Savings Bank services its customers from 15
full-service banking facilities located throughout Nassau, Suffolk, Brooklyn and
Queens.



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