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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): January 29, 2004
CARVER BANCORP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-21487 13-3904147
(State or other
jurisdiction of (Commission File (IRS Employer
incorporation) Number) Identification No.)
75 WEST 125TH STREET
NEW YORK, NEW YORK 10027-4512
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (212) 876-4747
NOT APPLICABLE
(Former name or former address, if changed since last report)
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ITEMS 1 THROUGH 4, 6, 8,9,10,11 AND 12. NOT APPLICABLE.
ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE.
(a) EXECUTION OF MERGER AGREEMENT WITH INDEPENDENCE FEDERAL
SAVINGS BANK
On March 15, 2004, Carver Bancorp, Inc. ("Carver"), Carver Federal
Savings Bank, a wholly-owned subsidiary of Carver ("CFSB"), and Independence
Federal Savings Bank ("Independence") entered into an Agreement and Plan of
Merger (the "Merger Agreement"). CFSB will acquire Independence pursuant to the
terms and conditions of the Merger Agreement, a copy of which is attached hereto
as Exhibit 2.1. Also attached are the joint press release issued by Carver and
Independence on March 15, 2004 announcing the execution of the Merger Agreement,
a copy of which is attached hereto as Exhibit 99.1, and the written text of a
press briefing given by Carver on March 16, 2004 regarding the proposed
transaction, a copy of which is attached hereto as Exhibit 99.2.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
The following exhibits are filed as part of this Report:
2.1 Agreement and Plan of Merger, dated as of March 15, 2004, by
and between Carver Bancorp, Inc., Carver Federal Savings Bank
and Independence Federal Savings Bank.
99.1 Joint press release, dated March 15, 2004, announcing the
execution of the Agreement and Plan of Merger.
99.2 Written text of a press briefing given by Carver on March
16, 2004 regarding the proposed transaction.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
CARVER BANCORP, INC.
By: /s/ Deborah C. Wright
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Deborah C. Wright
President and Chief Executive Officer
Dated: March 16, 2004
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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2.1 Agreement and Plan of Merger, dated
as of March 15, 2004, by and between
Carver Bancorp, Inc., Carver Federal
Savings Bank and Independence
Federal Savings Bank.
99.1 Joint press release, dated March 15,
2004, announcing the execution of
the Agreement and Plan of Merger.
99.2 Written text of a press briefing
given by Carver on March 16, 2004
regarding the proposed transaction.