TF FINANCIAL CORP
8-K, 1996-10-25
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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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)
                               October 23, 1996





                            TF FINANCIAL CORPORATION
             ------------------------------------------------------
             (Exact name of Registrant as specified in its Charter)




       Delaware                      0-24168           55-0720401
- ----------------------------     --------------      --------------
(State or other jurisdiction     (SEC File No.)      (IRS Employer
     of incorporation)                               Identification
                                                        Number)




3 Penns Trail, Newtown, Pennsylvania                    18940
- ----------------------------------------              ----------
(Address of principal executive offices)              (Zip Code)




Registrant's telephone number, including area code:  (215) 579-4000
                                                     --------------




                                 Not Applicable
          -------------------------------------------------------------
          (Former name or former address, if changed since last Report)



<PAGE>



                            TF FINANCIAL CORPORATION

                     INFORMATION TO BE INCLUDED IN REPORT



Item 5.  Other Events

      On October 23, 1996,  the  Registrant  announced  that it had received the
necessary  regulatory  and Board  approval  to  initiate a  repurchase  of 5% or
214,869 shares of its outstanding  common stock in the open market pursuant to a
stock  repurchase  program.  The repurchases will be made from time to time over
the next 12 months, subject to the availability of stock.

      For further details,  reference is made to the Press Release dated October
23, 1996, which is attached hereto as Exhibit 99 and incorporated herein by this
reference.




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


Exhibit 99 -- Press Release dated October 23, 1996.





<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.


                                          TF FINANCIAL CORPORATION



Date: October 25, 1996                    By: /s/ John R. Stranford
      ----------------------                  ---------------------
                                              John R. Stranford
                                              President and Chief
                                              Executive Officer










                                   EXHIBIT 99



<PAGE>


                                  NEWS RELEASE




TF FINANCIAL CORPORATION
3 Penns Trail
Newtown, Pennsylvania 18940


For verification, contact:          John R. Stranford, President and CEO
                                    Bill Niemczura, Senior Vice President
                                      and Chief Financial Officer

Phone:   (215) 579-4000
Fax:     (215) 579-4748
For immediate release October 23, 1996



      Newtown,  Pennsylvania,  October  23,  1996 - - TF  Financial  Corporation
(NASDAQ:  THRD),  the holding  company for Third  Federal  Savings  Bank ("Third
Federal"), announces stock repurchase.


      TF  Financial  Corporation  announced  today  that  it  has  received  the
necessary  regulatory  and Board  approval  to  initiate  a  repurchase  program
covering  up to 5% or  214,869  shares  of  the  Company's  common  stock  to be
purchased in the open market.  The company  currently has 4,297,386  outstanding
shares  of common  stock.  President  Stranford  indicated  that the  repurchase
program  could  mitigate  some  of  the  potentially  dilutive  effects  of  the
Corporation's  Stock  Option  Plan  and  would  also be  available  for  general
corporate  use.  The  repurchases  will be made  from time to time over the next
twelve months in open-market transactions, subject to the availability of stock.

      TF Financial  Corporation is the holding company for Third Federal Savings
Bank, which presently operates 11 full service offices in Philadelphia and Bucks
Counties,  Pennsylvania and 3 full service offices in Mercer County, New Jersey.
The Bank has $476.4 million in deposits as of the close of business on September
30,  1996.  Deposit  accounts  are  insured  up to  $100,000  by the  FDIC.  The
Corporation's  stock is traded  under the symbol  "THRD" on the NASDAQ  National
Market and is listed in most daily newspapers as TF Fincl.




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