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) November 11, 1997 Midwest Federal Financial Corp. - ---------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Wisconsin - ---------------------------------------------------------------------- (State or other jurisdiction of incorporation) 1-10743 39-1725856 - ------------------------ ---------------------------------- (Commission File Number) (IRS Employer Identification No.) 1159 Eighth Street, Baraboo, Wisconsin 53913 - ---------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (608) 356-7771 Exhibit Index is located on page 4. 2 Item 5. Other Events On November 11, 1997, the Registrant signed a definitive Agreement and Plan of Reorganization that provides for the acquisition of the Registrant, and its wholly-owned banking subsidiary, by AMCORE Financial, Inc.("AMCORE"). Under the terms of the definitive agreement, AMCORE will acquire all of the outstanding shares of the Registrant through an exchange for AMCORE's common stock pursuant to a merger. For information regarding the terms of the proposed transaction, reference is made to the press release dated November 12, 1997, which is attached hereto as Exhibit 99 and incorporated herein by reference. Consummation of the transaction is subject to regulatory approval, approval of the Registrant's stockholders and the satisfaction of certain other conditions. Item 7. Financial Statements and Exhibits (c) Exhibits: Exhibit 99 November 12, 1997 Press Release 3 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 hereunto duly authorized. MIDWEST FEDERAL FINANCIAL CORP. (Registrant) By: /s/ Gary E. Wegner ------------------------------- Gary E. Wegner, President and Chief Executive Officer Dated: November 14, 1997 4 EXHIBIT INDEX Number Description 99 November 12, 1997 Press Release