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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 14, 1998
PERPETUAL MIDWEST FINANCIAL, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 0-23368 44-1415490
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
700 First Avenue, N.E., Cedar Rapids, Iowa 52407
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (319) 366-1851
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N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
The stockholders of Perpetual Midwest Financial, Inc. (the
"Registrant") approved, at a special meeting, held on April 14, 1998, a
resolution to approve and adopt the reorganization and merger agreement, by
and among the company, Commercial Federal Corporation, Perpetual Savings Bank
and Commercial Federal Bank. The registrant issued a press release dated April
15, 1996 and attached hereto as Exhibit 28.1, announcing stockholder approval
and adoption of the reorganization and merger agreement.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
Exhibit 28.1 Press Release dated April 15, 1998.
2
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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 thereunto duly authorized.
PERPETUAL MIDWEST FINANCIAL, INC.
Date: April 17, 1998 By: /s/ Rick L. Brown
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Rick L. Brown
Exec. Vice President
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EXHIBIT 28.1 (1 PAGES)
PRESS RELEASE DATED APRIL 15, 1998 ANNOUNCING
STOCKHOLDER APPROVAL OF REORGANIZATION
AND MERGER AGREEMENT
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PMFI PERPETUAL MIDWEST FINANCIAL, INC.
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FOR IMMEDIATE RELEASE
DATE: April 15, 1998
CONTACT: Rick L. Brown, CFO
(319) 366-1851
PERPETUAL MIDWEST FINANCIAL, INC.
CEDAR RAPIDS, IOWA------
Perpetual Midwest Financial, Inc. ("Perpetual"), parent of
Perpetual Savings Bank, FSB, announced that the company's stockholders
approved at a special stockholder meeting, held on April 14, 1998, a
resolution to approve and adopt the reorganization and merger agreement, as
amended, by and among the company, Commercial Federal Corporation, Perpetual
Savings Bank and Commercial Federal Bank.
On December 15, 1997, Perpetual announced that it had signed a
definitive agreement with Commercial Federal Corporation ("Commercial"),
headquartered in Omaha, Nebraska, pursuant to which Perpetual would merge with
Commercial and Perpetual Savings would merge with Commercial Federal Bank, a
wholly owned subsidiary of Commercial. The Merger is expected to be completed
in Mid 1998.
Commercial, parent company of Commercial Federal bank, has operations
in Nebraska, Kansas, Colorado, Oklahoma and Iowa. Perpetual Savings Bank, FSB,
headquartered in downtown Cedar Rapids, Iowa, has four full service branch
offices including; Cedar Rapids West, Cedar Rapids East, Cedar Rapids
Northeast, and Iowa City, Iowa.
Perpetual Midwest Financial, Inc's common stock is traded on the
NASDAQ National Market under the symbol "PMFI" and Commercial's common stock
is traded on the New York Stock Exchange under the symbol "CFB".
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