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 September 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
(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 November 12, 1996
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Common Stock, par value $.01 2,314,375
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. On
October 17, 1996, pursuant to an Agreement and Plan of Reorganization, dated May
21, 1996, Carver Federal Savings Bank ("Carver") became 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) were converted into and exchanged for, on a one-for-one
basis, shares of Bancorp common stock. As of September 30, 1996, Bancorp had 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 September 30, 1996, as filed with the Office of
Thrift Supervision.
PART I -- FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
Incorporated herein by reference to the Carver Federal Savings Bank
Form 10-Q for the quarter ended September 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 September 30, 1996, filed herewith as Exhibit
99.1.
PART II -- OTHER INFORMATION
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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 September 30, 1996
Exhibit 27 -- Financial Data Schedule1
(B) Reports on Form 8-K
None
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1 Submitted only with filing in electronic format. Reflects information for
Carver Federal Savings Bank for the six months ended September 30, 1996.
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.
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(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
November 14, 1996