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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): March 5, 2000
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)
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)
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Item 5. Other Events.
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On March 5, 2000, North Fork Bancorporation ("North Fork")
announced its intention to commence an offer to exchange each outstanding share
of common stock of Dime Bancorp, Inc. ("Dime") for 0.9302 of a share of North
Fork common stock and $2.00 in cash.
As previously announced, on March 6, 2000, the board of
directors of Dime concluded that North Fork's offer is inadequate and not in the
best interests of Dime and its stockholders and reaffirmed its recommendation
that Dime stockholders vote "FOR" adoption of the merger agreement between Dime
and Hudson United Bancorp.
This current report on Form 8-K includes (1) a Supplement,
dated March 7, 2000, to the proxy statement of Dime and prospectus relating to
Dime common stock dated February 9, 2000, (2) certain presentation materials for
investors, and (3) a consent of Dime's financial advisor. Each of these is
incorporated by reference into this Item 5.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(a)-(b) Not applicable.
(c) Exhibits Required by Item 601 of Regulation S-K
Exhibit Number Description
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20.1 Supplement, dated March 7,
2000, to the proxy
statement of Dime and
prospectus relating to Dime
common stock dated February
9, 2000
23.1 Consent of Credit Suisse
First Boston
99.1 Presentation materials for
investors
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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.
DIME BANCORP, INC.
By: /s/ Anthony Burriesci
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Name: Anthony Burriesci
Title: Chief Financial Officer
Date: March 8, 2000
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EXHIBIT INDEX
Exhibit Number Description
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20.1 Supplement, dated March 7, 2000, to the
proxy statement of Dime and prospectus
relating to Dime common stock dated February
9, 2000
23.1 Consent of Credit Suisse First Boston
99.1 Presentation materials for investors
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