1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of Report (Date of earliest event reported) September 9, 1998 CALUMET BANCORP, INC. (Exact name of registrant as specified in its charter) ____________________________ Delaware 0-19829 36-3785272 (State or other jurisdiction (Commission (I.R.S. Employee of incorporation) File Number) Identification No.) 1350 E. Sibley Boulevard 60419 Dolton, Illinois (Zip Code) Registrant's telephone number, including area code (708) 841-9010 Not Applicable (Former name or former address, if changes since last year) 2 SIGNATURE Pursuant to the requirements of he Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CALUMET BANCORP, INC. ---------------------- (Registrant) Date: September 17, 1998 /s/ John Garlanger ---------------------- John Garlanger 3 Item 5 Other Events On September 9, 1998, the Registrant's Board of Directors unanimously approved an Agreement and Plan of Merger by and among the Registrant, FBOP Corporation and FBOP Acquisition Corp. (the "Merger Agreement"). FBOP Corporation is a closely held bank holding company headquartered in Oak Park, Illinois. As of June 30, 1998 FBOP Corporation reported total assets of $3.3 billion and total deposits of $2.7 billion. Under the terms of the merger FBOP Acquisition Corp., a wholly owned subsidiary of FBOP Corporation will acquire for cash all of the outstanding stock of Registrant for a purchase price of approximately $111.6 million less Registrant's merger related expenses, or $32.00 per fully diluted share. The transaction is expected to be completed during the first quarter of 1999 and is subject to the approval of the regulatory agencies and the Registrant's shareholders to the satisfaction of certain normal contractual closing conditions under the Merger Agreement. 4 EXHIBIT TABLE DESCRIPTION EXHIBIT NO. - ----------- ----------- Agreement and Plan of Merger among Calumet Bancorp, Inc., FBOP Corporation and FBOP Acquisition Corp. dated as of September 9, 1998 1 Press Release Issued September 9, 1998 2