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): July 31, 1998
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COMMERCIAL FEDERAL CORPORATION
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(Exact name of registrant as specified in its charter)
NEBRASKA 1-11515 47-0658852
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
2120 SOUTH 72nd STREET, OMAHA, NEBRASKA 68124
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (402) 554-9200
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
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COMMERCIAL FEDERAL CORPORATION
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FORM 8-K
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CURRENT REPORT
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Item 2. Acquisition and Disposition of Assets:
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On July 31, 1998, Commercial Federal Corporation ("Commercial Federal")
consummated its acquisition of AmerUs Bank, a wholly-owned subsidiary
of AmerUs Group Co. AmerUs Bank was a federally chartered savings bank
headquartered in Des Moines, Iowa. Under the terms of the Stock
Purchase Agreement (the "Agreement"), Commercial Federal acquired
through a taxable acquisition all of the outstanding shares of AmerUs
Bank's common stock for total consideration of approximately $178.3
million. Such consideration consisted of (i) certain assets retained by
AmerUs Group Co. in lieu of cash (primarily FHA Title One single-family
residential mortgage loans) totaling approximately $85,027,000, (ii)
cash (as adjusted per the Agreement) totaling $53,242,000, and (iii) a
one-year promissory note for $40,000,000 bearing interest, adjusted
monthly, at 150 basis points over the one-year Treasury bill rate.
AmerUs Bank operated 47 branches located in Iowa (26), Missouri (8),
Nebraska (6), Kansas (4), Minnesota (2) and South Dakota (1).
Preliminary financial results show that at June 30, 1998, before
purchase accounting adjustments, AmerUs Bank had total assets of
approximately $1.3 billion, deposits of approximately $959 million and
stockholders' equity of approximately $87 million.
Information regarding the acquisition is set forth in Commercial
Federal's press release dated July 31, 1998, attached hereto as Exhibit
99 and incorporated herein by reference.
Item 7. Financial Statements and Exhibits:
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(a) Financial Statements of Business Acquired: To be filed by
amendment as soon as practicable but not later than 60 days from
the date this Current Report Form 8-K is required to be filed, or
October 14, 1998.
(b) Pro Forma Financial Information: To be filed by amendment as soon
as practicable but not later than 60 days from the date this
Current Report Form 8-K is required to be filed, or October 14,
1998.
(c) Exhibits:
Exhibit 99. Press release dated July 31, 1998.
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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.
COMMERCIAL FEDERAL CORPORATION
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(Registrant)
Date: August 12, 1998 /s/ James A. Laphen
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James A. Laphen, President, Chief Operating
Officer and Chief Financial Officer (Duly
Authorized and Principal Financial Officer)
Date: August 12, 1998 /s/ Gary L, Matter
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Gary L. Matter, Senior Vice President,
Controller and Secretary
(Principal Accounting Officer)
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