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 EXCHANGE ACT OF 1934 January 20, 2005 - -------------------------------------------------------------------------------- Date of report (Date of earliest event reported) Chester Valley Bancorp Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 000-18833 23-2598554 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 100 E. Lancaster Avenue, Downingtown, Pennsylvania 19335 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (610) 269-9700 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [X] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 8.01 OTHER EVENTS On January 20, 2005, Chester Valley Bancorp Inc. and Willow Grove Bancorp, Inc. issued a press release announcing that their boards of directors have approved a definitive agreement to combine their companies. A copy of the press release is being filed as Exhibit 99.1 hereto and is incorporated herein by reference. For additional information, reference is made to the press release dated January 20, 2005, which is included as Exhibit 99.1 and is incorporated herein by reference thereto. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits The following exhibit is filed herewith. Exhibit Description ------- ------------------------------------- 99.1 Press Release dated January 20, 2005 1 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. Chester Valley Bancorp Inc. Date 01/20/05 By: /s/ Joseph T. Crowley ----------------------------- ------------------------------------ Joseph T. Crowley Chief Financial Officer & Treasurer 2