QCF BANCORP INC
8-K, 2000-08-10
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):  August 9, 2000

                               QCF BANCORP, INC.
             (Exact name of registrant as specified in its charter)

         Minnesota                   0-25700                41-1796789
     (State or other jurisdiction  (Commission           (I.R.S. employer
           of incorporation)       file number)         identification no.)


         50l Chestnut Street, Virginia, Minnesota             55792
      (Address of principal executive offices)             (Zip code)

Registrant's telephone number, including area code:       (218)  74l-2040


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















                             Exhibit Index on Page 2
                                Page 1 of 5 Pages




<PAGE>







Item 5.    Other events


     On August 9, 2000,  the  Registrant  announced that it had been notified by
Nasdaq that the Company  would be delisted  from the Nasdaq  National  Market on
August 16, 2000 as it no longer meets the minimum 750,000 shares of public float
requirement for continued listing.



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

     The following is a list of exhibits  filed with this Current Report on Form
8-K indexed to their location in the sequentially numbered copy.

         Exhibit No.                Description                       Page No.

             28.1         Press Release, dated August 9, 2000             5









                                Page 2 of 5 Pages
<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.

                                           QCF BANCORP, INC.




Date:   August 9, 2000           By:    /s/Daniel F. Schultz
                                           Daniel F. Schultz
                                           Vice President/Treasurer









                                Page 3 of 5 Pages


<PAGE>













                                  Exhibit 28.1















                                Page 4 of 5 Pages

<PAGE>








                                  PRESS RELEASE



     Contact:  Kevin Pietrini                      FOR IMMEDIATE RELEASE:

                                                    Date: August 9, 2000



                QCF BANCORP, INC. REPORTS UPCOMING DELISTING FROM
                             NASDAQ NATIONAL MARKET



     QCF Bancorp,  Inc. (Nasdaq:  QCFB) announced today that it has been advised
by Nasdaq  that the  Company's  common  stock will be  delisted  from the Nasdaq
National  Market  on  August  16,  2000 for  failure  to meet the  public  float
requirement.  Under Nasdaq's  requirements for maintaining listing  eligibility,
the Company is required to maintain a minimum of 750,000 shares of public float.
As of June 30,  2000,  the  Company's  public  float was  approximately  280,000
shares.  Based on this  significant  disparity,  the Company  does not intend to
appeal the decision of Nasdaq.


     QCF Bancorp,  Inc. is the holding  company for Queen City  Federal  Savings
Bank which is headquartered in Virginia,  Minnesota.  Queen City Federal Savings
Bank  operates  through 3 branches  serving  north  central  St.  Louis  County,
Minnesota.

     This Press Release contains certain  forward-looking  statements within the
meaning  of  the  Private   Securities   Litigation  Reform  Act  of  1995.  All
forward-looking  statements are subject to certain risks and  uncertainties  and
assumptions. These risks, uncertainties and assumptions are more fully described
in the Company's  Annual and Quarterly  Reports  filed with the  Securities  and
Exchange  Commission.  Actual results may differ materially from those currently
anticipated.
<PAGE>



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