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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A NO. 2
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 26, 1994
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USBANCORP, INC.
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-12204 25-1424278
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Ident. No.)
Main and Franklin Streets, Johnstown, Pennsylvania 15901
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (814) 533-5300
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N/A
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(Former name or former address, if changed since last report.)
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Item 7. Financial Statements and Exhibits.
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(a) Financial statements of business acquired.
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The Consolidated Statements of Financial Condition as of December 31,
1993 and 1992, and the Consolidated Statements of Operations,
Consolidated Statements of Shareholders' Equity and Consolidated
Statements of Cash Flows for the years ended December 31, 1993, 1992
and 1991 of Johnstown Savings Bank and the related Notes to
Consolidated Financial Statements.
The Unaudited Consolidated Statement of Financial Condition as of
March 31, 1994, the Unaudited Consolidated Statements of Operations
for the three-month periods ended March 31, 1994 and 1993, and the
Unaudited Consolidated Statements of Cash Flows for the three-month
periods ended March 31, 1994 and 1993 of Johnstown Savings Bank and
the related Notes to Unaudited Consolidated Financial Statements.
(b) Pro forma financial information.
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The pro forma financial statements of USBANCORP, Inc. and Johnstown
Savings Bank required by Item 7(b) of Form 8-K are incorporated herein
by reference to Exhibit 99.5 hereof.
(c) Exhibits.
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2.1 Agreement and Plan of Merger, dated as of November 10, 1993, as
amended on January 18, 1994, among USBANCORP, Inc., United States
National Bank in Johnstown and Johnstown Savings Bank,
(Incorporated herein by reference to Exhibit 2.1 to USBANCORP's
Registration Statement on Form S-4 (33-52837), as filed on April
28, 1994).*
23.1 Consent of Ernst & Young.
23.2 Consent of KPMG Peat Marwick.
99.1 Report of Ernst & Young.
99.2 Report of KPMG Peat Marwick.
99.3 The Consolidated Statements of Financial Condition as of December
31, 1993 and 1992, and the Consolidated Statements of Operations,
Consolidated Statements of Shareholders' Equity and Consolidated
Statements of Cash Flows for the years ended December 31, 1993,
1992 and 1991 of Johnstown Savings Bank, and the related Notes to
Consolidated Financial Statements.
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99.4 The Unaudited Consolidated Statement of Financial Condition as
of March 31, 1994, the Unaudited Consolidated Statements of
Operations for the three-month periods ended March 31, 1994 and
1993, and the Unaudited Consolidated Statements of Cash Flows for
the three-month periods ended March 31, 1994 and 1993, of
Johnstown Savings Bank and the related Notes to Unaudited
Consolidated Financial Statements.
99.5 Pro forma financial statements of USBANCORP, Inc. and Johnstown
Savings Bank.*
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*Previously filed.
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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 hereunto duly authorized.
USBANCORP, INC.
Dated: September 23, 1994
/s/ Orlando B. Hanselman
By________________________________
Orlando B. Hanselman
Executive Vice President
CFO and Manager of Corporate
Services
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EXHIBIT INDEX
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Exhibit
Number
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23.1 Consent of Ernst & Young.
23.2 Consent of KPMG Peat Marwick.
99.1 Report of Ernst & Young.
99.2 Report of KPMG Peat Marwick.
99.3 The Consolidated Statements of Financial Condition as of
December 31, 1993 and 1992, and the Consolidated Statements of
Operations, Consolidated Statements of Shareholders' Equity and
Consolidated Statements of Cash Flows for the years ended
December 31, 1993, 1992 and 1991 of Johnstown Savings Bank, and
the related Notes to Consolidated Financial Statements.
99.4 The Unaudited Consolidated Statement of Financial Condition
as of March 31, 1994, the Unaudited Consolidated Statements of
Operations for the three-month periods ended March 31, 1994 and
1993, and the Unaudited Consolidated Statements of Cash Flows for
the three-month periods ended March 31, 1994 and 1993, of
Johnstown Savings Bank and the related Notes to Unaudited
Consolidated Financial Statements.