UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
------------------------
THISTLE GROUP HOLDINGS, CO.
(Name of Subject Company (Issuer))
------------------------
JEWELCOR MANAGEMENT, INC. (Offeror)
(Name of Filing Persons (Identifying Status as Offeror, Issuer or Other Person))
Common Stock, Par Value $0.10 Per Share
(Title of Class of Securities)
88431E103
(CUSIP Number of Class of Securities)
Mr. Seymour Holtzman
c/o Jewelcor Companies
100 N. Wilkes-Barre Blvd.
Wilkes-Barre, Pennsylvania 18702
(570) 822-6277
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of Filing Persons)
------------------------
|X| Check the box if the filing relates solely to preliminary
communications made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
|X| third-party tender offer subject to Rule 14d-1.
|_| issuer tender offer subject to Rule 13e-4.
|_| going-private transaction subject to Rule 13e-3.
|_| amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the results
of the tender offer: |_|
------------------------
Item 12. Exhibits.
1. Letter to Thistle Group Holdings, Co. dated May 8, 2002.
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: May 8, 2002
JEWELCOR MANAGEMENT, INC.
By: /s/ SEYMOUR HOLTZMAN
-----------------------------
Name: Seymour Holtzman
Title: Chairman and Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
1. Letter to Thistle Group Holdings, Co. dated May 8, 2002.