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): October 29, 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)
COMMERCIAL FEDERAL CORPORATION
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FORM 8-K
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CURRENT REPORT
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Item 5. Other Events:
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On October 29, 1998, Commercial Federal Corporation (Commercial) reported
net income of $15.1 million, or $.25 per diluted share, for the first
quarter ended September 30, 1998 of its 1999 fiscal year compared to net
income of $26.0 million, or $.46 per diluted share, for the three months
ended September 30, 1997 of fiscal year 1998. A summary of operations and
selected financial condition data follows:
Three Months Ended
September 30,
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(Dollars in thousands except per share data) 1998 1997*
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(Unaudited) (Unaudited)
Net interest income $ 74,620 $ 67,643
Provision for loan and lease losses (3,800) (1,688)
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Net interest income after provision
for loan and lease losses 70,820 65,955
Noninterest income 26,934 22,990
General and administrative expenses 65,946 46,657
Amortization of intangible assets 3,255 1,745
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Income before income taxes 28,553 40,543
Provision for income taxes 13,430 14,588
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Net income $ 15,123 $ 25,955
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Earnings per common share:
Basic $ .26 $ .47
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Diluted $ .25 $ .46
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Weighted average basic shares outstanding 58,605,879 55,247,359
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Weighted average dilutive shares outstanding 59,447,902 56,556,575
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Dividends declared per common share $ .055 $ .047
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Total assets $ 11,084,114 $ 10,170,945
Loans and leases receivable, net 8,616,935 7,499,087
Deposits 7,275,914 6,511,511
Stockholders' equity 913,863 766,081
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* Restated to reflect the acquisition of First Colorado Bancorp, Inc. on
August 14, 1998 which was accounted for as a pooling of interests.
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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 5. Other Events (Continued):
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Net income for the three months ended September 30, 1998, includes
merger-related and other nonrecurring charges totaling $17.2 million
($13.8 million after-tax, or $.24 per diluted share). These merger-
related and other nonrecurring charges were incurred primarily in
connection with the First Colorado Bancorp, Inc. acquisition that was
consummated on August 14, 1998 and accounted for as a pooling of
interests. Such charges include personnel expenses for severance and
other employee costs, costs to combine operations and conform certain
accounting practices including loss reserves to the policies of
Commercial. Excluding these charges, operating earnings for the three
months ended September 30, 1998 was $28.9 million, or $.49 per diluted
share compared to operating earnings of $26.1 million, or $.46 per
diluted share for the three months ended September 30, 1997.
Item 7. Financial Statements and Exhibits:
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(c) Exhibits:
Exhibit 99. Press release dated October 29, 1998.
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SIGNATURES
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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: October 29, 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: October 29, 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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