HAVEN BANCORP INC
DEFA14A, 2000-03-27
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                            SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934
                                (AMENDMENT NO. )

Filed by the Registrant |X| Filed by a Party other than the Registrant |_| Check
the appropriate box:
|_| Preliminary Proxy Statement
|_| Confidential, for Use of the Commission Only (as permitted by
    Rule 14a-6(e)(2))
|_| Definitive Proxy Statement
|_| Definitive Additional Materials
|X| Soliciting Material Pursuant to s.240.14a-12

                               HAVEN BANCORP, INC.
                ------------------------------------------------
                (Name of Registrant as Specified In Its Charter)

                                       N/A
                ------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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<PAGE>


FOR IMMEDIATE RELEASE: March 24, 2000

CONTACTS:    Catherine Califano, S.V.P. /C.F.0., Haven Bancorp
             Tel. (516) 683-4483
             Annette Esposito, F.V.P. /Communications Director, Haven Bancorp
             Tel. (516) 683-4231

HAVEN BANCORP RETAINS LEHMAN BROTHERS TO EXPLORE STRATEGIC
ALTERNATIVES; FORMS INDEPENDENT BOARD COMMITTEE; ADOPTS PLAN TO
REDUCE OPERATING EXPENSES


Westbury, NY--Haven Bancorp, Inc. Nasdaq: (HAVN), the holding Company for CFS
Bank, today announced that it has retained the investment banking firm of Lehman
Brothers, Inc. to advise the Board of Directors on strategic alternatives for
the Company.

In addition, Haven has formed a three-person committee of outside Board members
to work with Lehman Brothers in these efforts. Chaired by Michael A. McManus,
Jr., the committee includes Hanif (Wally) Dahya, and Robert M. Sprotte.

The Company had previously announced that it had engaged Lehman Brothers to
assist in evaluating options with respect to the Company's residential mortgage
origination division. The Company expects a resolution regarding its residential
mortgage division in the near future, which will result in the Company recording
a restructuring charge, the amount of which cannot be determined at this time.

In addition, the Board approved a plan to reduce operating expenses through a
reduction in the Company's workforce and elimination of certain other expenses
across all departments and divisions. The Company expects to realize
approximately $7 million in annualized savings as a result of these measures.

Implementation of these initiatives will begin immediately.

"We have spent the past few years establishing CFS Bank as a true pioneer in
supermarket banking in the Northeast," said Philip S. Messina, Chairman and
Chief Executive Officer of Haven Bancorp/CFS Bank. "As the next step in the
continuing execution of our plan, we are adopting these measures, which we
believe will result in increased shareholder value," concluded Messina.

In addition to its eight full-service traditional banking offices, CFS Bank has
62 branches conveniently located inside leading supermarket chains throughout
the tri-state region. These supermarket-based branches provide unparalleled
convenience and customer service, while offering a full range of CFS Bank
financial services.

Headquartered in Westbury, New York, Haven Bancorp, Inc. is the holding company
for CFS Bank, a community-oriented institution offering deposit products,
residential and commercial real estate


<PAGE>


loans and a full range of financial services including discount brokerage,
mutual funds, annuities and insurance products through eight full-service
banking offices and 62 supermarket branches located in New York City, Nassau,
Suffolk, Rockland and Westchester counties, New Jersey and Connecticut. Haven
provides auto, homeowners and business lines of insurance through its
subsidiary, CFS Insurance Agency, Inc. The Bank's deposits are insured by the
FDIC.

Statements made herein that are forward-looking in nature within the meaning of
the Private Securities Litigation Reform Act of 1995, are subject to risks and
uncertainties that could cause actual results to differ materially. Such risks
and uncertainties include, but are not limited to, those related to overall
business conditions, particularly in the consumer financial services, mortgage
and insurance markets in which Haven operates, fiscal and monetary policy,
competitive products and pricing, credit risk management, Haven's ability to
undertake a suitable transaction with respect to its residential mortgage
lending division, changes in regulations affecting financial institutions and
other risks and uncertainties discussed in Haven's SEC filings, including its
1998 Form 10-K and Form 10-Qs for the first three quarters of 1999. Haven
disclaims any obligation to publicly announce future events or developments,
which may affect the forward-looking statements contained herein.

Haven's Board of Directors and executive officers may be deemed "participants"
in Haven's proxy solicitation. Information regarding these individuals may be
found in Haven's preliminary proxy materials that have been filed with the
Securities and Exchange Commission. A free copy of these materials, as well as
other publicly-filed documents of Haven, may be obtained at the SEC's website at
www.sec.gov. Stockholders are advised to read Haven's preliminary proxy
statement filed with the SEC and the definitive proxy statement (when it becomes
available), because these documents contain, or will contain, important
information.






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