SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20552
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
October 18, 2004
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Date of Report (Date of earliest event reported)
TF Financial Corporation
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(Exact name of Registrant as specified in its Charter)
Delaware 0- 24168 74-2705050
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(State or other jurisdiction (File No.) (IRS Employer
of incorporation) Identification Number)
3 Penns Trail, Newtown, Pennsylvania 18940
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (215) 579-4000
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Not Applicable
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(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:
|_| Written communications pursuant to Rule 425 under the Securities Act
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act
|_| Pre-commencement to communications pursuant to Rule 13e-4(c) under the
Exchange Act
TF FINANCIAL CORPORATION
INFORMATION TO BE INCLUDED IN REPORT
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Section 1 - Registrant's Business and Operations
Item 1.01. Entry into a Material Definitive Agreement.
On October 18, 2004, the Registrant's Board of Directors amended and
restated the Registrant's Incentive Compensation Plan (the "Plan") originally
adopted in 1996 (the "Plan Amendment"). The Plan Amendment provides that for the
Registrant's 2004 fiscal year, and thereafter, incentive compensation awards
eligible to be earned by employees and non-employee directors of the Registrant
and subsidiaries of the Registrant shall be determined based upon performance
criteria specified by the Board of Directors of the Registrant. In addition, no
awards will be granted for a fiscal year unless consolidated net income is equal
to at least 90% of the budgeted level of consolidated net income. Incentive
compensation awards shall be determined as a percentage of base salary.
Section 2 - Financial Information
Item 2.02. Results of Operations and Financial Condition.
On October 19, 2004, the Registrant issued a press release to report
earnings for the quarter ended September 30, 2004. A copy of the press release
is furnished with this Form 8-K as Exhibit 99 and incorporated herein by
reference.
Section 9 - Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(c)Exhibits:
Exhibit 99 - Press Release dated October 19, 2004
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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.
TF FINANCIAL CORPORATION
Date: October 19, 2004 By: /s/Dennis R. Stewart
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Dennis R. Stewart
Executive Vice President and Chief Financial
Officer