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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
Date of Report (Date of earliest event reported): March 29, 1996
FIRST EMPIRE STATE CORPORATION
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(Exact name of registrant as specified in its charter)
New York
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(State or other jurisdiction of incorporation)
1-9861 16-0968385
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(Commission File Number) (I.R.S. Employer Identification No.)
One M&T Plaza, Buffalo, New York 14240
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(716) 842-5445
(NOT APPLICABLE)
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(Former name or former address, if changed since last report)
Item 5. Other Events.
First Empire State Corporation ("First Empire") announced on April 2, 1996
that the National Indemnity Company, the holder of all of the outstanding shares
of First Empire's 9% convertible preferred stock ("Preferred Stock"), had
converted those shares into 506,930 shares of First Empire common stock, par
value $5.00 per share ("Common Stock"), as of the close of business on March 29,
1996. Following the conversion, National Indemnity Company is the holder of
7.41% of the 6,844,923 shares of Common Stock outstanding as of April 1, 1996.
National Indemnity Company, a subsidiary of Berkshire Hathaway, Inc., was
issued 40,000 shares of Preferred Stock on March 15, 1991 for $40 million. The
Preferred Stock was converted into shares of the Common Stock at a contractual
conversion price of $78.90625 per share.
The news release issued by First Empire on April 2, 1996 to announce the
conversion of the Preferred Stock is set forth as Exhibit No. 99 hereto.
Item 7. Financial Statements and Exhibits.
The following exhibits are filed as a part of this report:
Exhibit No.
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99 News release. Filed herewith.
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 hereunto duly authorized.
FIRST EMPIRE STATE CORPORATION
Date: April 2, 1996 By: /s/ Richard A. Lammert
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Richard A. Lammert
Senior Vice President, General
Counsel and Secretary
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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
Report Dated: March 29, 1996 Commission File Number: 1-9861
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FIRST EMPIRE STATE CORPORATION
(Exact name of Registrant as specified in its charter)
EXHIBITS
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EXHIBIT INDEX
Exhibit No. 99
News release.
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Exhibit No. 99
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FIRST EMPIRE STATE CORPORATION ONE M&T PLAZA BUFFALO, NEW YORK 14240
NEWS RELEASE
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CONTACT: Gary S. Paul FOR IMMEDIATE RELEASE
(716) 842-5130 April 2, 1996
Buffalo, N.Y. -- First Empire State Corporation ("First Empire") (AMEX:FES)
announced that National Indemnity Company, a subsidiary of Berkshire Hathaway
Inc., the holder of all of the outstanding shares of First Empire's 9%
convertible preferred stock ("Preferred Stock"), has converted those shares into
506,930 shares of First Empire common stock ("Common Stock") as of the close of
business on March 29, 1996. Following the conversion, National Indemnity Company
is the holder of 7.41% of the 6,844,923 shares of Common Stock outstanding.
National Indemnity Company was issued 40,000 shares of Preferred Stock on March
15, 1991 for $40 million. The Preferred Stock was converted into shares of
Common Stock at a contractual conversion price of $78.90625 per share.
First Empire is a $12 billion bank holding company headquartered in Buffalo, New
York. Its banking subsidiaries include Manufacturers and Traders Trust Company
(Buffalo, New York), The East New York Savings Bank (New York City, New York)
and M&T Bank, National Association (Oakfield, New York).
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