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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): November 20, 1998
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Commission File Number 1-13578
DOWNEY FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
Delaware 95-1953342
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
3501 Jamboree Road Newport Beach, California 92660
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (949) 854-0300
Not applicable
(Former name or former address, if changed since last report.)
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Item 5. OTHER EVENTS
On November 20, 1998, Downey Financial Corp. (the "Company") issued a
news release reporting the resignation of James W. Lokey as the
President, Chief Executive Officer and Director of the Company and its
wholly-owned subsidiary, Downey Savings and Loan Association, F.A. (the
"Bank"), and the appointment of Daniel D. Rosenthal to the position of
President and Chief Executive Officer of the Company and the Bank and
Paul G. Woollatt to the position of Chief Operating Officer of the
Company and the Bank effective November 20, 1998. The news release of
the Company reporting this senior management transition is attached
hereto as Exhibit 99.1 and incorporated herein by this reference.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
99.1 News release dated November 20, 1998 announcing senior
management transition.
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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.
DOWNEY FINANCIAL CORP.
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By: /s/Donald E. Royer
Donald E. Royer
Executive Vice President and General Counsel
DATED: November 20, 1998
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NEWS RELEASE
For Further Information Contact
Thomas E. Prince, Executive
Vice President (949) 509-4440
DOWNEY FINANCIAL CORP. ANNOUNCES
SENIOR MANAGEMENT TRANSITION
Newport Beach, California - November 20, 1998. Maurice L. McAlister,
Chairman of the Board of Downey Financial Corp. (NYSE/PSE: DSL), announced today
that Daniel D. Rosenthal has been appointed Chief Executive Officer and
President of Downey Financial Corp., and Downey Savings and Loan Association, F.
A. In addition, Paul G. Woollatt has been appointed the Chief Operating Officer
of Downey Financial Corp. and Downey Savings and Loan Association, F. A. In
announcing these appointments, Mr. McAlister noted that James W. Lokey had
resigned his positions as Chief Executive Officer, President and Director of
Downey Financial Corp. and Downey Savings and Loan Association, F. A.
Commenting on the two new management appointments, Mr. McAlister stated
"Dan Rosenthal has more than two decades of increasing responsibility with
Downey, having recently served as Downey's Chief Operating Officer. As President
of DSL Service Company, Dan was responsible for the successful disposition of
Downey's excess real estate investments and has played a key role in Downey's
real estate finance business." Mr. McAlister also commented, "Paul Woollatt has
more than fifteen years of valuable service with Downey, having served most
recently as Director of the Retail Banking Division. With the experience of
these two executives along with Downey's strong capital base, Downey is well
positioned to take advantage of the dynamic changes taking place in the
financial services industry today."
Commenting on his resignation, Mr. Lokey stated, "I am proud of the role I
have played in leading Downey towards becoming a top performing financial
institution. Downey has been a rewarding opportunity but I am looking forward to
new challenges that are presenting themselves with the dynamic changes that are
taking place in the financial services industry. I know I am leaving Downey well
positioned to prosper in the future." Mr. McAlister commented that the Board
expressed its appreciation for Mr. Lokey's contributions to Downey and that the
Board wished him success in his future endeavors.
Downey Financial Corp., headquartered in Newport Beach, California, has
assets of $6 billion and operates 91 branches located throughout California.
Certain matters discussed in this News Release may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 and, as such, may involve risks and uncertainties.
These forward-looking statements relate to among other things, expectations of
the business environment in which Downey Financial Corp. operates, projections
of future performance, perceived opportunities in the market and statements
regarding Downey's mission and vision. Downey Financial Corp.'s actual results,
performance or achievements may differ significantly from the results,
performance, or achievements expressed or implied in such forward-looking
statements.
