8-K

                       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, AS AMENDED

                        Date of Report: December 10, 2003



                                F.N.B. CORPORATION
            (Exact name of registrant as specified in its charter)


          Florida                       0-8144                 25-1255406
(State of Incorporation)          (Commission             (IRS Employer
                                   File Number)           Identification No.)





              2150 Goodlette Road North, Naples, Florida 34102
              (Address of principal executive offices)   (Zip code)


                               (239) 262-7600
            (Registrant's telephone number, including area code)





                    INFORMATION TO BE INCLUDED IN THE REPORT


ITEM 5.        OTHER EVENTS

                      On December 8, 2003, F.N.B. Corporation ("The
                      Corporation") and First National Bankshares of Florida,
                      Inc., a wholly owned subsidiary that will be spun off
                      from F.N.B. with all of F.N.B.'s Florida operations, have
                      been cleared by the New York Stock Exchange (NYSE) to
                      list their common stock under the new ticker symbols "FNB"
                      and "FLB," respectively.

                      The press release issued by the Corporation is attached
                      as an exhibit and incorporated by reference herein.


ITEM 7.        FINANCIAL STATEMENTS AND EXHIBITS


               EXHIBIT NO.            DESCRIPTION OF EXHIBIT
               ___________            ______________________

               99.1                   Press release dated December 8, 2003
                                      announcing F.N.B. Corporation and First
                                      National Bankshares of Florida, Inc. have
                                      been cleared for listing on the New York
                                      Stock Exchange.





                                       -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 hereunto duly authorized.


                                 F.N.B. CORPORATION
                                 (Registrant)



                                 By:    /s/Thomas E. Fahey
                                        -------------------------
                                 Name:  Thomas E. Fahey
                                 Title: Executive Vice President,
                                        Chief Financial Officer
                                        (Principal Financial Officer)


Dated: December 10, 2003


                                       -2-

EX-99

                                                             F.N.B. CORPORATION
                                                                 (Nasdaq: FBAN)
www.fnbcorporation.com                                         NAPLES, FL 34102

FOR IMMEDIATE RELEASE

DATE:             December 8, 2003
CONTACT:          Clay W. Cone
                  Vice President, Director of
                  Corporate Communications
                  239-436-1676

           F.N.B. CORPORATION AND FIRST NATIONAL BANKSHARES OF FLORIDA
             INC. CLEARED FOR LISTING ON THE NEW YORK STOCK EXCHANGE

NAPLES, FL, December 8 - F.N.B. Corporation, a diversified financial services
company, today announced that both F.N.B. and First National Bankshares of
Florida Inc., a wholly owned subsidiary that will be spun off from F.N.B. with
all of F.N.B.'s Florida operations, have been cleared by the New York Stock
Exchange (NYSE) to list their common stock under the new ticker symbols "FNB"
and "FLB," respectively.

F.N.B. Corporation anticipates that its stock will begin trading on the NYSE on
Wednesday, December 17, 2003. Until that time, the company's stock will continue
trading on The Nasdaq Stock Market under the current ticker symbol "FBAN."

First National Bankshares of Florida is expected to trade on a "when issued"
basis following announcement of the anticipated spin-off date and will begin
regular trading immediately following the spin-off, which is expected to be
completed in January 2004.

"We are pleased to proceed with our listings on the New York Stock Exchange,"
said Gary L. Tice, President and Chief Executive Officer of F.N.B. Corporation.
"We believe that the market quality of the NYSE will be of significant value,
improving the visibility and liquidity of our stock for investors of both
companies once the spin-off is completed."

Regulatory approval has been received from the Federal Reserve Bank of Atlanta
to proceed with the spin transaction and the company is awaiting other necessary
approvals.




It is anticipated that after the spin-off, F.N.B. Corporation will relocate its
headquarters to Hermitage, Pennsylvania, where it will focus on the well-
established Pennsylvania and Ohio markets. The company will have approximately
$4.6 billion in total assets and operate 127 banking offices throughout western
Pennsylvania and northeastern Ohio.

First National Bankshares will maintain corporate headquarters in Naples,
Florida, where it will focus on expanding in the fast-growing Florida market.
It will have $3.8 billion in total assets and 59 full-service banking centers
in Southwest and Central Florida. The company intends to expand by adding
branches and through mergers and acquisitions.

The spin-off is expected to unlock shareholder value by allowing each company to
develop and implement a strategic plan that fits its markets and operations. It
also will enable the investment community to more easily value the two
companies. The Pennsylvania company is expected to be a high-performing, high
dividend paying entity with a valuation based on the dividend payout and a
multiple of earnings in line with its peers. The Florida company will be
positioned for growth in one of the country's most attractive areas. As such
its stock should trade in line with its peers. The combined cash dividend for
the companies is expected to increase by approximately 25% for 2004.

F.N.B. Corporation is a diversified financial services company headquartered in
Naples, Florida. The company currently has total assets of $8.3 billion. F.N.B.
owns and operates community banks, insurance agencies, a consumer finance
company and First National Trust Company with offices located in Florida,
Pennsylvania, Ohio and Tennessee.

On July 10, 2003, F.N.B. Corporation announced a plan to split into two
separate publicly traded companies, by a tax-free spin-off to shareholders of
its Florida operations. F.N.B. Corporation has requested the necessary
regulatory approvals and a Form 10 Registration Statement has been filed with
the Securities and Exchange Commission to register the common stock of First
National Bankshares under the Securities Exchange Act.

                   #        #        #        #        #

This document contains "forward-looking statements" that involve risks and
uncertainties and are subject to change at any time. These statements may
include, but are not limited to, those containing words such as "anticipate,"
"believe," "plan," "estimate," "expect," "intend," "may," "target," and similar
expressions. Such statements include, without limitation, statements regarding
the effect and timing of the spin-off; statements relating to the future
financial and stock price performance of F.N.B. Corporation and First
National Bankshares of Florida Inc.; statements relating to the future
dividend policies of F.N.B. Corporation and First National Bankshares of
Florida Inc.; and earnings guidance for the fiscal year 2004. Factors that
could cause actual results to differ materially include, but are not limited to,
the following: costs, delays and other difficulties related to the spin-off; the
impact of federal and state regulations or the denial of necessary regulatory
approvals; competition in our business; our ability to control operating costs
and generate sufficient cash flow to meet operational and financial
requirements; an economic downturn or changes in the laws or interest rate
environment affecting our business in those markets in which we operate; and
that there can be no assurance the spin-off transaction will be completed or
completed in the expected timeframe, and if completed will increase shareholder
value or will have the expected economic effect.