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): April 15, 1999
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Dime Bancorp, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 001-13094 11-3197414
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(State or Other Jurisdiction) (Commission (IRS Employer
File Number) Identification No.)
589 Fifth Avenue
New York, New York 10017
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(Address of Principal Executive Offices) (Zip Code)
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Registrant's telephone number, including area code: (212) 326-6170
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Not applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
On April 15, 1999, Dime Bancorp, Inc. issued the following earnings
release:
Dime
Franklin L. Wright
(212) 326-6136
April 15, 1999
99/3
FOR IMMEDIATE RELEASE
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DIME BANCORP REPORTS 11th CONSECUTIVE
QUARTER OF HIGHER OPERATING EARNINGS
New York, NY -- April 15, 1999 -- Dime Bancorp, Inc. (NYSE:DME), parent
company of The Dime Savings Bank of New York, FSB, today reported net income for
the first quarter of 1999 of $54.8 million, or $0.49 per diluted share. In the
first quarter of 1998, Dime reported net income of $57.2 million, or $0.49 per
diluted share.
Operating earnings (reported earnings adjusted for the effects of unusual
or non-recurring items) were $59.0 million in the 1999 first quarter, up 17.8%
from $50.1 million in the 1998 first quarter and 3.2% from $57.1 million in the
1998 fourth quarter. On a per diluted share basis, operating earnings for the
1999 first quarter were $0.52, 20.9% higher than $0.43 per diluted share for the
1998 first quarter and 2.0% higher than $0.51 per diluted share for the 1998
fourth quarter.
Lawrence J. Toal, Dime's Chairman and Chief Executive Officer, said,
"Dime's first quarter results demonstrated the continued strength and growing
balance of our franchise. Our retail banking and commercial banking segments
posted excellent returns, and our mortgage banking franchise generated strong
earnings despite a decline in residential loan production from last quarter's
record level. As a result, we recorded our eleventh consecutive quarterly
increase in operatng earnings.
"We also continued to change the mix of our loans receivable portfolio by
emphasizing the growth of our commercial real estate, consumer, and business
loan portfolios. These portfolios, in the aggregate, increased 6% from $3.8
billion at December 31, 1998 to $4.1 billion at March 31, 1999 as we continued
to execute our strategy of reducing the relative percentage of residential loans
to total loans receivable."
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Commencing on Dime's Internet strategy, Mr. Toal said, "Dime is acutely
aware of the growing interest in e-commerce and the Internet. We believe that a
fundamental shift in the distribution of financial services is underway, and we
have been actively developing a full range of direct access capabilities. In
particular, over the past six months, we have been working closely with Perot
Systems Corporation to design and implement a comprehensive e-commerce and
Internet strategy. This initiative, which leverages our core electronic delivery
platform, will integrate our existing and future e-commerce activities. This
includes our current capability to originate residential and consumer loans
through the proprietary website of our subsidiary, North American Mortgage
Company ("namc.com"), Intuit's "QuickenMortgage.com", "LendingTree.com" and our
recent alliance with Microsoft's "HomeAdvisorMSN.com", as well as the
Intermet-based home banking system ("dime.com"), which we will begin offering
later this quarter. We expect to be announcing further details on this key
strategic direction over the next several months."
OPERATLNG EARNINGS
On an operating earnings basis, the return on average equity was 16.84% and
the return assets was 1.09% in the 1999 first quarter, compared with a return on
average equity of 15.41% and a return on average assets of 0.91%, respectively,
in the 1998 first quarter. In the fourth quarter of 1998, on an operating
earnings basis, the return on average equity was 16.83% and the return on
average assets was 1.07%. On a reported basis, the return on average equity was
15.66% and the return on average assets was 1.01% in the 1999 first quarter,
compared with 17.63% and 1.04%, respectively, in the 1998 first quarter and
18.17% and 1.15%, respectively, in the fourth quarter.
First quarter 1999 operating earnings reflected an adjustment to reported
results for an extraordinary loss, after-tax, of $4.1 million on the early
extinguishment of debt, while 1998 first quarter operating earnings included
adjustments related to the sale of mortgage servicing rights, balance sheet
restructuring activities, and the application of a 37% tax rate versus 32% on a
reported basis. Operating earnings in the 1998 fourth quarter reflected only a
similar adjustment for the tax rate.
NET INTEREST INCOME AND NET INTEREST MARGIN AND SPREAD
Net interest income was $135.5 million in the 1999 first quarter, compared
with $135.9 million in the 1998 first quarter and $133.2 million in the 1998
fourth quarter. The interest rate spread for the 1999 first quarter was 2.80%,
compared with 2.62% in the 1998 first quarter and 2.81% in the 1998 fourth
quarter. The net interest margin in the 1999 first quarter was 2.75%, compared
with 2.63% in the 1998 first quarter and 2.78% in the 1998 fourth quarter.
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NON-INTEREST INCOME
In the 1999 first quarter, non-interest income totaled $149.2 million, up
40% from $106.5 million in the year-earlier period and 3% from $144.6 million in
the 1998 fourth quarter. Contributing to the growth in non-interest income
during the 1999 first quarter as compared with the earlier periods were
increases in each of the following major categories:
. Loan servicing and other loan-related fees were $61.9 million in the
1999 first quarter, up from $42.5 million in the 1998 first quarter
and $60.6 million in the 1998 fourth quarter.
. Banking service fees increased to $11.3 million in the 1999 first
quarter from $9.0 million in the 1998 first quarter and $11.2 million
in the 1998 fourth quarter.
. Securities and insurance brokerage fees in the 1999 first quarter were
$8.6 million, up from $7.5 million in the year-earlier period and $7.6
million in the 1998 fourth quarter.
. Net gains on sales activities totaled $64.3 million in the 1999 first
quarter, up from $45.2 million in the 1998 first quarter and $63.9
million in the 1998 fourth quarter.
LOAN PRODUCTION AND LOANS RECEIVABLE
Total loan production in the 1999 first quarter was $7.6 billion, up from
$7.1 billion in the 1998 first quarter but down from the record $10.3 billion of
loans produced in the 1998 fourth quarter. Specifically:
. Residential loan production was $7.1 billion in the 1999 first
quarter, exceeding the residential loan production in all but one of
the 1998 quarters. In the 1998 fourth quarter, residential loan
production was a record $9.6 billion. At March 31, 1999, the pipeline
of residential loan applications was approximately $6.8 billion,
compared with $8.5 billion at year-end 1998.
. Commercial real estate loan originations totaled $247 million in the
1999 first quarter, up from $199 million in the 1998 first quarter,
but down from the $372 million originated in the 1998 fourth quarter,
due in part to a seasonable reduction in activity.
. Consumer loan originations in the 1999 first quarter were $211
million, up 41% from $150 million in the 1998 first quarter and 6%
from $199 million in the 1998 fourth quarter.
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. Business loan originations in the 1999 first quarter totaled $97
million, more than double the $42 million produced in the year-earlier
period, but down from the record $146 million produced in the 1998
fourth quarter.
At March 31, 1999, loans receivable totaled $12.6 billion, compared with
$12.7 billion at year-end 1998. During the three months ended March 31, 1999,
commercial real estate loans, consumer loans and business loans receivable, in
the aggregate, increased 6% from $3.8 billion at the end of 1998 to $4.1
billion, while residential real estate loans receivable declined 4% from $8.9
billion at year-end 1998 to $8.5 billion at the end of the 1999 first quarter.
At the end of 1997, residential loans receivable were $9.8 billion and
commercial real estate loans, consumer loans, and business loans totaled $3.1
billion. Overall, the residential loan portfolio declined to 68% of total loans
receivable at the end of the 1999 first quarter from 70% at year-end 1998 and
from 76% at the end of 1997.
RESIDENTIAL LOAN SERVICING
At March 31, 1999, Dime serviced $32.5 billion of residential loans for
others, compared with $27.0 billion at December 31, 1998 and $22.0 billion at
December 31, 1997. The weighted average coupon of loans serviced for others was
7.24% at March 31, 1999, compared with 7.37% at December 31, 1998 and 7.88% at
December 31, 1997. At March 31, 1999, mortgage servicing assets were $891
million and the estimated fair value of mortgage servicing assets was $910
million.
NON-INTEREST EXPENSE
Total non-interest expense for the 1999 first quarter was $183.1 million,
up from $150.3 million in the 1998 first quarter and $179.1 million in the 1998
fourth quarter. General and administrative expense for the first quarter of 1999
was $149.6 million, compared with $130.4 million and $145.3 million for the
first and fourth quarters of 1998, respectively. The higher general and
administrative expense in the 1999 first quarter as compared with the 1998 first
quarter was primarily related to expanded mortgage banking operations, while the
increase from the fourth quarter of 1998 largely reflected higher payroll taxes.
The efficiency ratio in the 1999 first quarter was 52.6%, improved from 58.3% in
the 1998 first quarter and 52.9% in the 1998 fourth quarter.
ASSET QUALITY
Non-performing assets (non-accrual loans and other real estate owned) were
$85 million at March 31, 1999, up slightly from $83 million at year-end 1998.
The ratio of non-performing assets to total assets was 0.39% at the end of the
1999 first quarter compared with 0.37% at December 31, 1998. In the fourth
quarter of 1998, Dime sold approximately $53 million of residential
non-performing loans. At March 31, 1998, non-performing assets totaled $147
million and the ratio of non-performing assets to total assets was 0.67%.
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Net charge-offs in the 1999 first quarter were $0.7 million, compared with
$3.6 million and $14.9 million in the 1998 first quarter and the 1998 fourth
quarter, respectively. The loan loss provision for the 1999 first quarter was $8
million, unchanged from the first and fourth quarters of 1998. At March 31,
1999, the allowance for loan losses was $112 million, or 185% of non-accrual
loans, compared with $105 million, or 191% of non-accrual loans, at December 31,
1998. The ratio of the allowance for loan losses to total loans receivable at
March 31, 1999 was 0.89%, up from 0.82% at year-end 1998.
OTHER MATTERS
Senior Debt. On January 20, 1999, Dime completed the redemption of all $100
million of its outstanding 10.5% senior notes due 2005. Calling the notes was
the principal cause of the extraordinary loss recorded in the 1999 first
quarter. During the 1999 first quarter, Dime issued $200 million of 6.375%
senior notes due 2001.
Lakeview Savings Bank. On December 16, 1998, Dime announced an agreement to
acquire Lakeview Financial Corp. and its wholly-owned subsidiary, Lakeview
Savings Bank. The transaction, which remains subject to regulatory approvals and
the approval of Lakeview's shareholders, is expected to close in the 1999 second
quarter. The acquisition will add 11 branches in northern New Jersey and
approximately $450 million of deposits.
At March 31, 1999, Dime had assets of $21.6 billion and deposits of $13.2
billion. The Dime Savings Bank of New York, FSB is a regional bank serving
consumers and businesses and has 89 branches located throughout the greater New
York City metropolitan area, including 17 branches in New Jersey. Directly and
through its North American Mortgage Company subsidiary, Dime also provides
retail banking and mortgage banking services throughout the United States.
Certain statements in Dime's press releases may be forward-looking. A
variety of factors could cause Dime's actual results and experience to differ
materially from the anticipated results or other expectations expressed in such
forward-looking statements. The risks and uncertainties that may affect the
operations, performance, development, and results of Dime's business include
interest rate movements, competition from both financial and non-financial
institutions, changes in applicable laws and regulations, the timing and
occurrence (or non-occurrence) of transactions and events that may be subject to
circumstances beyond Dime's control and geneal economic conditions.
Dime believes that "operating earnings" basis information, when taken in
conjunction with reported results, provides useful information in evaluating
performance on a comparative basis, although operating earnings is not a basis
for reporting financial results under generally accepted accounting principles.
###
DIME BANCORP, INC. AND SUBSIDIARIES
SELECTED CONSOLIDATED FINANCIAL DATA
(Dollars in thousands, except per share data)
(unaudited)
At or For the Three Months Ended
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March 31, December 31, September 30, June 30, March 31,
1999 1998 1998 1998 1998
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RESULTS OF OPERATIONS
Net interest income $ 135,498 $ 133,164 $ 127,321 $ 130,837 $ 135,911
Provision for loan losses 8,000 8,000 8,000 8,000 8,000
Non-interest income 149,230 144,625 145,881 127,990 106,534
Non-interest expense 183,129 179,083 171,161 165,141 150,256
Income tax expense 34,631 29,027 30,092 27,420 26,940
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Income before extraordinary items 58,968 61,679 63,949 58,266 57,249
Extraordinary items (4,127) -- (4,057) -- --
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$ 54,841 $ 61,679 $ 59,892 $ 58,266 $ 57,249
============ ============ ============ ============ ============
PER COMMON SHARE
Basic earnings:
Income before extraordinary items $ 0.53 $ 0.55 $ 0.57 $ 0.51 $ 0.50
Net income 0.49 0.55 0.53 0.51 0.50
Diluted earnings:
Income before extraordinary items 0.52 0.55 0.56 0.50 0.49
Net Income 0.49 0.55 0.52 0.50 0.49
Cash dividends declared 0.05 0.05 0.05 0.05 0.04
Book value (at period end) 12.72 12.42 11.96 11.72 11.37
Tangible book value (at period end) 10.65 10.35 9.88 9.64 9.31
Market value (at period end) 23.19 26.25 25.31 29.94 30.06
PERIODIC END BALANCE SHEET ITEMS
Total assets $ 21,550,335 $ 22,320,850 $ 21,242,833 $ 20,913,891 $ 22,023,998
Securities available for sale 3,307,889 3,329,444 2,974,885 2,919,605 3,535,120
Loans held for sale 3,083,213 3,884,886 3,612,110 3,022,167 3,809,866
Loans receivable 12,592,349 12,748,068 12,567,119 12,909,913 12,771,878
Allowance for loan losses 112,369 105,081 111,949 109,934 109,096
Deposits 13,165,948 13,651,460 13,546,265 14,032,643 13,991,123
Borrowed funds 6,536,584 6,772,848 5,859,120 5,095,693 6,383,642
Stockholders' equity 1,416,721 1,385,665 1,339,802 1,330,383 1,299,635
AVERAGE BALANCES
Loans $ 15,930,791 $ 16,084,142 $ 15,696,340 $ 16,192,213 $ 15,552,531
Mortgage-backed securities 2,937,414 2,733,674 2,593,548 2,963,013 4,240,274
Other interest-earning assets 728,094 725,866 642,863 628,253 636,473
Total interest-earning assets 19,596,299 19,543,682 18,932,751 19,783,479 20,429,278
Total assets 21,619,436 21,452,993 20,732,965 21,397,741 21,964,344
Deposits 13,370,932 13,667,987 13,840,547 14,011,529 13,832,367
Borrowed funds 6,442,952 6,016,686 5,169,453 5,769,227 6,528,156
Total interest-bearing liabilities 19,813,884 19,684,673 19,010,000 19,780,756 20,360,523
Stockholders' equity 1,400,563 1,357,824 1,340,994 1,316,788 1,299,240
DIME BANCORP, INC. AND SUBSIDIARIES
SELECTED CONSOLIDATED FINANCIAL DATA
(Dollars in thousands, except per share data)
(unaudited)
At or For the Three Months Ended
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March 31, December 31, September 30, June 30, March 31,
1999 1998 1998 1998 1998
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PERFORMANCE RATIOS
Return on average assets 1.01 % 1.15 % 1.16 % 1.09 % 1.04 %
Return on average stockholder' equity 15.66 18.17 17.86 17.70 17.63
Net interest margin 2.75 2.78 2.74 2.66 2.63
Non-interest income to total revenues 52.41 52.06 53.40 49.45 43.94
Efficiency ratio 52.62 52.85 52.31 55.61 58.26
ASSET QUALITY
Non-performing assets $ 84,506 $ 83,343 $ 131,374 $ 139,490 $ 147,406
Non-performing assets to total assets 0.39 % 0.37 % 0.62 % 0.67 % 0.67 %
Non-accrual loans to loans receivable 0.48 0.43 0.78 0.82 0.96
Allowance for loan losses to:
Loans receivable 0.89 0.82 0.89 0.85 0.85
Non-accrual loans 185.42 190.67 113.92 104.13 89.00
CAPITAL RATIOS
Stockholders' equity to total assets 6.57 % 6.21 % 6.31 % 6.36 % 5.90
The Dime Savings Bank of New York, FSB:
Tangible and core 6.17 (1) 5.82 6.60 6.24 5.86
Tier 1 risk-based 10.04 (1) 9.58 10.97 10.44 10.22
Total risk-based 10.91 (1) 10.37 11.86 11.33 11.10
OTHER DATA
Common shares outstanding (in thousands) 111,346 111,570 112,027 113,533 114,258
Loans serviced for others (2) $ 32,450,686 $ 27,009,693 $ 25,350,463 $ 25,046,877 $ 19,710,393
<FN>
(1) Preliminary.
(2) Excludes loans being subserviced.
</FN>
DIME BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands)
(unaudited)
March 31, December 31,
1999 1998
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ASSETS
Cash and due from banks $ 248,031 $ 279,490
Money Market investments 33,420 78,287
Securities available for sale 3,307,889 3,329,444
Federal Home Loan Bank of New York stock 324,106 324,106
Loans held for sale 3,083,213 3,884,886
Loans receivable, net:
Residential real estate loans 8,533,425 8,919,817
Commercial real estate loans 2,695,311 2,567,750
Consumer loans 1,044,422 973,230
Business loans 319,191 287,271
Allowance for loan losses (112,369) (105,081)
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Total loans receivable, net 12,479,980 12,642,987
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Accrued interest receivable 100,081 97,124
Premises and equipment, net 176,219 170,879
Mortgage servicing assets 891,159 692,473
Other assets 906,237 821,174
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Other assets $ 21,550,335 $ 22,320,850
============ ============
Total assets $ 13,165,948 $ 13,651,460
LIABILITIES
Deposits
Federal funds purchased and securities sold under
agreements to repurchase 3,263,446 2,245,218
Federal Home Loan Bank of New York advances 2,722,199 4,077,115
Senior notes 198,759 198,906
Guaranteed preferred beneficial interests in
Dime Bancorp, Inc.'s junior subordinated
deferrable interest debentures 152,203 162,005
Other borrowed funds 199,977 89,604
Other liabilities 431,082 510,877
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Total liabilities 20,133,614 20,935,185
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STOCKHOLDERS' EQUITY
Common Stock 1,203 1,203
Additional paid-in capital 1,165,464 1,165,251
Retained earnings 512,522 463,907
Treasury stock, at cost (239,238) (233,965)
Accumulated other comprehensive loss (16,982) (3,285)
Unearned compensation (6,248) (7,446)
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Total Stockholders' equity 1,416,721 1,385,665
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Total liabilities and stockholders' equity $ 21,550,335 $ 22,320,850
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DIME BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(unaudited)
For the Three Months Ended
------------------------------------------------------------------------------
March 31, December 31, September 30, June 30, March 31,
1999 1998 1998 1998 1998
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Interest income:
Residential real estate loans $ 202,816 $ 213,084 $ 215,066 $ 225,465 $ 220,787
Commercial real estate loans 49,754 50,677 50,459 49,406 49,473
Consumer loans 19,654 18,951 18,549 17,181 16,322
Business loans 5,764 4,805 3,764 2,938 2,437
Mortgage-backed securities 48,898 46,339 44,645 50,878 73,060
Other securities 12,221 12,725 10,524 9,677 7,871
Money market investments 506 405 982 1,566 2,849
--------- ---------- --------- ----------- ---------
Total interest income 339,613 346,986 343,989 357,111 372,799
--------- ---------- --------- ----------- ---------
Interest expense:
Deposits 119,842 129,617 138,145 139,037 139,028
Borrowed funds 84,273 84,205 78,523 87,237 97,860
--------- ---------- --------- ----------- ---------
Total interest expense 204,115 213,822 216,668 226,274 236,888
--------- ---------- --------- ----------- ---------
Net interest income 135,498 133,164 127,321 130,837 135,911
Provision for loan losses 8,000 8,000 8,000 8,000 8,000
--------- ---------- --------- ----------- ---------
Net interest income after provision
for loan losses 127,498 125,164 119,321 122,837 127,911
Non-interest income:
Loan servicing and other fees 61,928 60,604 53,819 42,631 42,450
Banking service fees 11,267 11,172 11,088 10,168 9,000
Securities and insurance brokerage fees 8,604 7,565 8,704 8,957 7,510
Net gains on sales activities 64,307 63,941 71,519 63,743 45,248
Other 3,124 1,343 751 2,491 2,326
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Total non-interest income 149,230 144,625 145,881 127,990 106,534
--------- ---------- --------- ----------- ---------
Non-interest expense:
General and administrative expense:
Compensation and employee benefits 76,473 69,444 66,162 69,661 64,795
Occupancy and equipment 24,786 24,935 23,186 22,467 21,864
Other 48,337 50,945 51,341 53,280 43,783
--------- ---------- --------- ----------- ---------
Total general and administrative expense 149,596 145,324 140,689 145,408 130,442
Amortization of mortgage servicing assets 30,657 30,826 27,633 16,897 16,935
Amortization of goodwill 2,876 2,933 2,839 2,836 2,879
--------- ---------- --------- ----------- ---------
Total non-interest expense 183,129 179,083 171,161 165,141 150,256
--------- ---------- --------- ----------- ---------
Income before income tax expense and
extraordinary items 93,599 90,706 94,041 85,686 84,189
Income tax expense 34,631 29,027 30,092 27,420 26,940
--------- ---------- --------- ----------- ---------
Income before extraordinary items 58,968 61,679 63,949 58,266 57,249
Extraordinary items - losses on early
extinguishment of debt, net of tax
benefits (4,127) - (4,057) - -
--------- ---------- --------- ----------- ---------
Net income $ 54,841 $ 61,679 $ 59,892 $ 58,266 57,249
========= ========== ========= =========== ========
EARNINGS PER COMMON SHARE
Basic:
Income before extraordinary items $ 0.53 $ 0.55 $ 0.57 $ 0.51 $ 0.50
Extraordinary items (0.04) - (0.04) _ -
--------- ---------- --------- ----------- ---------
Net income $ 0.49 $ 0.55 $ 0.53 $ 0.51 $ 0.50
========= ========== ========= =========== ========
Diluted:
Income before extraordinary items $ 0.52 $ 0.55 $ 0.56 $ 0.50 $ 0.49
Extraordinary items (0.03) - (0.04) - -
--------- ---------- --------- ----------- ---------
Net income $ 0.49 $ 0.55 $ 0.52 $ 0.50 $ 0.49
========= ========== ========= =========== ========
Basic average common shares outstanding 110,976 111,386 113,253 114,016 115,152
Diluted average common shares outstanding 112,439 112,857 114,803 115,806 117,148
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.
DIME BANCORP, INC.
By: /s/ Anthony Burriesci
---------------------------------
Name: Anthony Burriesci
Title: Chief Financial Officer
Date: April 15, 1999
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