SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
(MARK ONE)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission file number: 333-5559
CARVER BANCORP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE BEING APPLIED FOR
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
75 WEST 125TH STREET, NEW YORK, NEW YORK 10027
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(ZIP CODE)
(212) 876-4747
(REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE)
N/A
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(Former name, former address and former fiscal year,
if changed from last Report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes No X .
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Indicate the number of shares outstanding of each of the issuer's
classes of common stock as of the latest practicable date.
Outstanding at
CLASS JUNE 30, 1996
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Common Stock, par value $.01 100
Carver Bancorp, Inc. ("Bancorp") was incorporated in the State
of Delaware on May 9, 1996. On June 27, 1996, the Form S-4 Registration
Statement of Bancorp was deemed effective by the Securities and Exchange
Commission. Upon consummation of an Agreement and Plan of Reorganization, dated
May 21, 1996, Carver Federal Savings Bank ("Carver") will become the wholly
owned subsidiary of Bancorp (the "Reorganization") and all of the outstanding
shares of Carver common stock (other than shares held by stockholders exercising
dissenters' rights, if any) will be converted into and exchanged for, on a
one-for-one basis, shares of Bancorp common stock. Bancorp currently has no
significant assets or liabilities. Accordingly, no separate financial
information regarding Bancorp is presented. In its place is presented financial
information regarding the Bank as set forth in the Bank's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1996, as filed with the Office of
Thrift Supervision.
PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Incorporated herein by reference to the Carver Federal Savings
Bank Form 10-Q for the quarter ended June 30, 1996, filed herewith as Exhibit
99.1.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Incorporated herein by reference to the Carver Federal Savings
Bank Form 10-Q for the quarter ended June 30, 1996, filed herewith as Exhibit
99.1.
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) Exhibit 99.1 -- Carver Federal Savings Bank Form 10-Q
for the Quarter Ended June 30, 1996
(B) Reports on Form 8-K
None
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.
CARVER BANCORP, INC.
(Registrant)
By: /s/ Thomas L. Clark, Jr.
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Thomas L. Clark, Jr.
President and Chief Executive Officer
By: /s/ Biswarup Mukherjee
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Biswarup Mukherjee
Executive Vice President and
Chief Financial Officer
Officer
August 14, 1996