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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
10549
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) December 28, 1995
D&N Financial Corporation
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(Exact Name of Registrant as Specified in Charter)
Delaware O-17137 38-2790646
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(State or Other Juris- (Commission (I.R.S.
diction of Incorporation) File Number) Identification)
400 Quincy Street, Hancock, Michigan 49930
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(Address of Principal Executive Offices)
Registrant's Telephone Number, including Area Code (906) 482-2700
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ITEM 5. Other Events
As previously announced, D & N Financial Corporation (the "Registrant"), D
& N Bank and Macomb Federal Savings Bank ("Macomb") entered into an Agreement
and Plan of Reorganization dated as of November 8, 1995.
Filed herewith as exhibits are the following periodic reports filed by
Macomb with the Office of Thrift Supervision pursuant to the Securities
Exchange Act of 1934: (1) Macomb's Annual Report of Form 10-K for the year
ended June 30, 1995, including those portions thereof incorporated therein by
reference to the portions of (a) Macomb's Proxy Statement dated September 25,
1995, used in connection with the annual meeting of stockholders of Macomb held
on October 26, 1995, under the captions "Election of Directors" and "Executive
Compensation," except for the Performance Graph; and (b) Macomb's 1995 Annual
Report to Shareholders under the caption "Management Discussion and Analysis"
on pages six through twenty-two, and the financial statements, the notes
thereto and the accompanying independent auditor's report on pages 23 through
41 thereof; and (2) Macomb's Quarterly Reports on Form 10-Q for the quarter
ended September 30, 1995.
ITEM 7. Financial Statements and Exhibits
(a) Financial Statements of Business to be Acquired
Independent Auditor's Report.
Statements of Financial Condition - June 30, 1995 and 1994.
Statements of Operations - three years ended June 30, 1995.
Statements of Changes in Stockholders' Equity - three years ended
June 30, 1995.
Statements of Cash Flows - three years ended June 30, 1995.
Notes to Financial Statements.
The financial statements, listed above, notes thereto and auditor's
report appear on pages 23 through 41 of Macomb's 1995 Annual Report
to Shareholders (see (99)c.).
(b) Not Applicable.
(c) Exhibits
(99) Additional exhibits.
a. A copy of Macomb's Annual Report on Form 10-K for the year ended
June 30, 1995 is filed herewith as an Exhibit.
b. A copy of Macomb's Quarterly Report on Form 10-Q for the quarter
ended September 30, 1995 is filed herewith as an Exhibit.
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c. Macomb's Annual Report to Shareholders for 1995 is
incorporated herein as an Exhibit by reference to Exhibit 13 to
Macomb's Annual Report on Form 10-K for the year ended June 30,
1995 which is filed herewith as Exhibit (99)a.; provided,
however, that such Annual Report to Shareholders, except those
portions expressly incorporated by reference in Macomb's Annual
Report on Form 10-K (see Exhibit (99)a., above), is furnished
for the information of the Commission and is not deemed "filed"
as part of this or any other report.
d. Macomb's Proxy Statement dated September 25, 1995 is
incorporated herein as an Exhibit by reference to Exhibit 28 to
Macomb's Annual Report on Form 10-K for the year ended June 30,
1995 which is filed herewith as Exhibit (99)a.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, D & N
Financial Corporation has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
D & N FINANCIAL CORPORATION
/s/ GEORGE J. BUTVILAS
Date: December 28, 1995 ---------------------------
George J. Butvilas
President and
Chief Executive Officer
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D & N FINANCIAL CORPORATION
FORM 8-K
_______________________________
INDEX OF EXHIBITS
Exhibit Page
Number Number
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(99) Additional exhibits.
a. A copy of Macomb's Annual Report on Form 10-K for the
year ended June 30, 1995 is filed herewith as an Exhibit.
b. A copy of Macomb's Quarterly Report on Form 10-Q for
the quarter ended September 30, 1995 is filed herewith
as an Exhibit.