DIME BANCORP INC
8-K, 1997-05-09
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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<PAGE>
 
                      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 30, 1997
                                --------------

                              Dime Bancorp, Inc.
      ------------------------------------------------------------------
              (Exact Name of Registrant as Specified in Charter)
<TABLE>
<CAPTION>
 
 
<S>                             <C>           <C>
       Delaware                   1-13094           11-3197414
- ------------------------------  -----------     ------------------
(State or Other Jurisdiction    (Commission       (IRS Employer
     of Incorporation)          File Number)    Identification No.)
</TABLE>

 589 Fifth Avenue, New York, New York                10017
- -----------------------------------------------------------------
(Address of Principal Executive Offices)           (Zip Code)


Registrant's telephone number, including area code: (212) 326-6170
                                                    --------------


                        Not Applicable
- -----------------------------------------------------------------
  (Former Name or Former Address, if changed since last Report)
<PAGE>
 
Item 2.  Acquisition or Disposition of Assets.
         ------------------------------------ 

         On April 30, 1997, The Dime Savings Bank of New York, FSB, wholly-owned
subsidiary of Dime Bancorp, Inc. (the "Registrant"), consummated the acquisition
(the "Acquisition") of BFS Bankorp, Inc. ("BFS"), the parent company of Bankers
Federal Savings FSB, in accordance with the terms of the Agreement and Plan of
Merger, dated as of December 3, 1996 (the "Merger Agreement"), by and among the
Registrant, Fifth Avenue Property Corp. and BFS. The Merger Agreement was
previously filed with the Securities and Exchange Commission as an exhibit to
the Current Report on Form 8-K filed on December 11, 1996 (the "Prior Report").
The Prior Report is incorporated by reference herein.

         The Registrant announced the consummation of the Acquisition in a press
release on May 1, 1997.  The press release has been filed as an exhibit to this
Current Report and is incorporated by reference herein.


Item 7.  Financial Statements, Pro Forma
         Financial Information and Exhibits.
         ---------------------------------- 

         The following exhibit is attached to this Current Report.

         99 - Press Release, dated May 1, 1997, issued by the Registrant.

                                      -2-
<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, thereunto duly authorized.



                              DIME BANCORP, INC.



                              By: /s/ Lawrence J. Toal
                                  ------------------------------            
                                  Lawrence J. Toal
                                  Chief Executive Officer,
                                   President, Chief Operating
                                   Officer and Director



Date: May 8, 1997

                                      -3-
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------


Exhibit                  Item                           Page
- -------                  ----                           ----

  99           Press Release, dated May 1, 1997,          5
               issued by Dime Bancorp, Inc.

                                      -4-

<PAGE>

                        [DIME BANCORP, INC. LETTERHEAD]
                                                                            NEWS


                                              Contact:  Franklin L. Wright
                                                        Dime Investor Relations
                                                        212-326-6170           
                                                                               
                                                        David Neibart          
                                                        Gavin Anderson & Co.   
                                                        212-373-0212           


May 1, 1997
97/4

FOR IMMEDIATE RELEASE
- ---------------------

        DIME COMPLETES ACQUISITION OF BANKERS FEDERAL SAVINGS

        NEW YORK, NY - May 1, 1997 - Dime Bancorp, Inc. (NYSE: DME), parent 
company of The Dime Savings Bank of New York, FSB, announced today that its 
previously-announced acquisition of BFS Bankorp, Inc. (NASDAQ: BFSI), the parent
company of Bankers Federal Savings FSB, was completed on April 30, 1997.

        The transaction brings to Dime approximately $450 million of deposits, a
loan portfolio of approximately $600 million, and five retail branches in New 
York City.

        "This acquisition is good news for shareholders, customers and the 
communities we serve," said Lawrence J. Toal, Dime's Chief Executive Officer. 
"The cost savings we anticipate realizing on operating expenses, combined with 
BFS's strong earnings performance, should make this transaction immediately 
accretive. Once the integration of BFS into our system is completed, BFS 
customers will benefit from Dime's wide range of products and services," he 
continued.

        At March 31, 1997, Dime had assets of $18.5 billion, deposits of $12.8 
billion and stockholders' equity of $1.1 billion. With the completion of the BFS
acquisition, Dime now operates 90 branches in the greater New York metropolitan
area and one branch in Florida.

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