8-K

UNITED STATES
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): June 2, 2009

F.N.B. CORPORATION

(Exact name of registrant as specified in its charter)

FLORIDA

(State or Other Jurisdiction of Incorporation)

001-31940	25-1255406
(Commission File Number)	(IRS Employer Identification No.)
One F.N.B. Boulevard, Hermitage, PA	16148
(Address of Principal Executive Offices)	(Zip Code)

(724) 981-6000

(Registrant’s telephone number, including area code)

(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 (see General Instructions A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS
	ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
EX-99.1

INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS

     On June 2, 2009, F.N.B. Corporation (the “Corporation”) named Stephen J. Gurgovits as its President and Chief Executive Officer, effective immediately. Mr. Gurgovits has been serving as the Corporation’s interim Chief Executive Officer since February 11, 2009 and had been the Corporation’s Chief Executive Officer from January 1, 2004 through March 31, 2009. In addition, on June 2, 2009, the Corporation announced the promotion of Mr. Brian F. Lilly to Executive Vice President and Chief Operating Officer and Vincent J. Delie to Executive Vice President and Chief Revenue Officer. Mr. Lilly will continue to serve as the Corporation’s Chief Financial Officer, but in connection with his promotion he is responsible for the Corporation’s administration of all operations, technology, credit administration, finance and accounting, treasury, Regency Finance Company, investor relations, human resources and other key support departments. Mr. Delie, who also serves as President, Banking Group for First National Bank of Pennsylvania, is responsible for the Corporation’s sales and revenue activities including retail and commercial banking, insurance, wealth management, treasury management, private banking, merchant banking, commercial leasing and marketing.

     A copy of the press release issued by the Corporation in connection with Mr. Gurgovits’ permanent appointment as President and Chief Executive Officer and Messrs. Lilly’s and Delie’s respective promotions to Executive Vice President and Chief Operating Officer and Executive Vice President and Chief Revenue Officer is filed with this report as Exhibit 99.1.

     The Corporation incorporates by reference in this Form 8-K information regarding Mr. Gurgovits and Mr. Lilly disclosed in the Corporation’s proxy statement for its 2009 annual meeting of shareholders under the captions “Information Concerning Directors and Executive Officers — Directors and Executive Officers” and “Related Person Transactions.”

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

Exhibits:

99.1 Press release dated June 2, 2009.

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/ Brian F. Lilly
	Name:	Brian F. Lilly
	Title:	Chief Financial Officer (Principal Financial Officer)

Dated: June 4, 2009

EX-99.1

Exhibit 99.1

F.N.B. Corporation Announces CEO
Board Names Gurgovits as CEO; Promotes Delie and Lilly

Hermitage, PA — June 2, 2009 — F.N.B. Corporation (NYSE: FNB), today announced it has completed its search for a CEO and has named Stephen J. Gurgovits as its President and CEO, effective immediately. Gurgovits, currently Chairman of the Board, has also been serving as interim Chief Executive Officer since February 2009.

Recognizing Gurgovits’s innovation in the financial industry, influence in the community, 48 years of experience with F.N.B., and knowledge of the marketplace, the Board of Directors approached Gurgovits to consider serving in a more permanent capacity.

“When looking at the complexities of the economic environment and the momentum needed for F.N.B.’s continued success, Mr. Gurgovits’s qualifications are unmatched. He has the industry knowledge, is an innovative thinker, and possesses the leadership strength, decision making abilities and intimate knowledge of F.N.B. to achieve its vision for the future,” stated Stephen Martz, Board Member and Chairman of the Search Committee.

Under Gurgovits’s direction, the Board will be appointing a Chairman for the Corporation so that Gurgovits may focus on his corporate responsibilities as President and CEO while simultaneously conforming to F.N.B. Corporation’s corporate governance guidelines. An announcement of the Chairman is expected at the annual reorganizational meeting of the board in June.

F.N.B. Corporation also announced today the promotion of two corporate executives to the new roles of Chief Revenue Officer and Chief Operating Officer. These individuals will work directly with Gurgovits to ensure that the organization remains sharply focused on both current operations and the Company’s future. These new positions are expected to maximize productivity and efficiency in all the Company’s activities.

Vincent J. Delie, Jr. has been promoted to Executive Vice President and Chief Revenue Officer of F.N.B. Corporation. Delie, who also serves as President, Banking Group for First National Bank of Pennsylvania, will be responsible for providing leadership, strategic direction and guidance for the Corporation and Bank’s sales, revenue and customer interface activities including Retail and Commercial Banking, Insurance, Wealth Management, Treasury Management, Private Banking, Merchant Banking, Commercial Leasing and Marketing. Delie came to First National Bank in 2005 as President and CEO of the Bank’s Pittsburgh Region and has over 22 years of financial services experience.

Brian F. Lilly has been promoted to Executive Vice President and Chief Operating Officer. Lilly, who also serves as Chief Financial Officer for F.N.B. Corporation, will be responsible for providing critical executive management support to the Company’s strategic business planning in addition to overseeing the administration of all Operations, Technology, Credit Administration, Finance and Accounting, Treasurer, Regency Finance, Investor Relations, Human Resources and other key support departments. Lilly joined F.N.B. Corporation in 2003 and brings over 29 years of experience in the financial industry.

“Vince and Brian are strategic thinkers who are talented, creative, and thoroughly dedicated to the long-term success of F.N.B. Corporation. In addition to their intimate knowledge of the Company and leadership strength, the alignment of revenue generation and emphasis on operations will help to ensure F.N.B.’s focus on the short and long-range profitability and planned growth of the Corporation,” concluded Gurgovits. “I look forward to working with these highly talented and committed individuals.”

F.N.B. Corporation Announces CEO — Page 2 of 2

About F.N.B. Corporation

F.N.B. Corporation, headquartered in Hermitage, PA, is a diversified financial services company with total assets of $8.5 billion as of March 31, 2009. F.N.B. Corporation is a leading provider of commercial and retail banking, leasing, wealth management, insurance, merchant banking and consumer finance services in Pennsylvania and Ohio, where it owns and operates First National Bank of Pennsylvania, First National Trust Company, First National Investment Services Company, LLC, F.N.B. Investment Advisors, Inc., First National Insurance Agency, LLC, F.N.B. Capital Corporation, LLC, Regency Finance Company and Bank Capital Services. It also operates consumer finance offices in Tennessee and loan production offices in Pennsylvania, Tennessee and Florida. Investor information is available on F.N.B. Corporation’s Web site at www.fnbcorporation.com.

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Analyst/Institutional Investor Contact:
Frank Milano 203-682-8343
frank.milano@icrinc.com

Media Contact:
Jennifer Reel 724-983-4856
724-699-6389 (cell)