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 18, 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 18, 2003, F.N.B. Corporation issued a press
                      release announcing that its Board of Directors declared a
                      record date of December 26, 2003 and an effective date of
                      January 1, 2004, for the pending spin-off of First
                      National Bankshares of Florida, Inc., subject to receipt
                      of certain regulatory approvals.

                      The press release 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 18, 2003
                                      announcing a record date and spin-off date
                                      of its Florida operations.
















                                       -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 18, 2003


                                       -2-

EX-99

www.fnbcorporation.com

FOR IMMEDIATE RELEASE

DATE:             December 18, 2003
CONTACT:          Clay W. Cone
                  Vice President, Director of
                  Corporate Communications
                  239-436-1676

         F.N.B. CORPORATION DECLARES SPIN-OFF RECORD DATE AND
          DATE OF DISTRIBUTION, SUBJECT TO CERTAIN CONDITIONS

NAPLES, FL, December 18 - F.N.B. Corporation (NYSE: FNB), a diversified
financial services company, today announced that its Board of Directors has
declared, subject to satisfaction of certain conditions, a record date of
December 26, 2003, and an effective date of January 1, 2004, for the pending
spin-off of its Florida operations, which will operate as a separate company
to be called First National Bankshares of Florida, Inc.

Each F.N.B. shareholder of record as of the close of business on the record
date will receive, as of 12:01 a.m. on January 1, 2004, one share of First
National Bankshares common stock for each share of F.N.B. common stock held
on the record date. The spin-off is subject, however, to the receipt of all
regulatory approvals and the declaration of effectiveness by the Securities
and Exchange Commission of the Form 10 Registration Statement filed by First
National Bankshares. F.N.B. will publicly announce on or prior to December 26,
2003, whether the conditions have been satisfied, and if either of the
conditions has not been satisfied, F.N.B. will set a new record date and
effective date for the spin-off. F.N.B. expects that the conditions will be
satisfied by December 26, 2003.

F.N.B. has received a private letter ruling from the IRS confirming the tax-free
nature of the spin-off for U.S. federal income tax purposes. F.N.B. is traded
on the New York Stock Exchange (NYSE) under the ticker symbol "FNB." First
National Bankshares common shares have been cleared for trading on the NYSE
under the new symbol "FLB."

Once the spin-off is completed, F.N.B. Corporation intends to relocate its
headquarters to Hermitage, Pennsylvania, where it will focus on the well-
established Pennsylvania and Ohio operations. First National Bankshares will
maintain corporate headquarters in Naples, Florida, where it will focus on
expanding in the fast-growing Florida market.




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 owns and operates community banks, insurance agencies,
a consumer finance company and First National Trust Company. The company has
approximately $8.3 billion in total assets with offices in Pennsylvania, Ohio,
Florida and Tennessee.

                #        #        #        #        #

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 have the expected economic effect.