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

                      February 23, 2006 (February 16, 2006)
                Date of Report (Date of earliest event reported)


                                FIRST BANKS, INC.
             (Exact name of registrant as specified in its charter)


          MISSOURI                     0-20632                  43-1175538
(State or other jurisdiction    (Commission File Number)     (I.R.S. Employer
      of incorporation)                                      Identification No.)


                   135 NORTH MERAMEC, CLAYTON, MISSOURI 63105
               (Address of principal executive offices)(Zip code)


                                 (314) 854-4600
              (Registrant's telephone number, including area code)


                                 Not Applicable
          (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 (17 CFR
    230.425)

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

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

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







                                FIRST BANKS, INC.

TABLE OF CONTENTS
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ITEM 8.01 OTHER EVENTS.....................................................   1

SIGNATURE..................................................................   2








ITEM 8.01 OTHER EVENTS.

         On  February  16,  2006,  First  Banks,  Inc.  ("First  Banks"  or  the
"Company") entered into a Placement Agreement with FTN Financial Capital Markets
and Keefe,  Bruyette & Woods, Inc. regarding the issuance of variable rate trust
preferred  securities by First Bank Statutory  Trust IV, a newly formed Delaware
statutory  trust  affiliate of the Company ("FBST IV").  Subject to the terms of
the Placement  Agreement,  on March 1, 2006, FBST IV will issue 40,000 shares of
variable  rate  trust  preferred  securities  at  $1,000  per share in a private
placement,  and will issue 1,238 shares of common  securities  to First Banks at
$1,000 per share.  First Banks will own all of the common securities of FBST IV.
The gross  proceeds of the  offering  will be used by FBST IV to purchase  $41.2
million of variable rate subordinated  debentures from First Banks,  maturing on
March  15,  2036.  The  maturity  date  of the  subordinated  debentures  may be
shortened,  at the option of First  Banks,  to a date not earlier than March 15,
2011, if certain  conditions are met. The  subordinated  debentures  will be the
sole asset of FBST IV. In connection  with the issuance of the FBST IV preferred
securities,  First Banks will make certain  guarantees and commitments  that, in
the aggregate,  constitute a full and unconditional  guarantee by First Banks of
the obligations of FBST IV under the FBST IV preferred securities. Proceeds from
the issuance of the  subordinated  debentures to FBST IV will be $41.2  million.
The distribution rate on the FBST IV preferred  securities will be equivalent to
the three-month London Interbank Offering Rate plus 142.0 basis points, and will
be payable quarterly in arrears beginning June 15, 2006.

         First  Banks  intends  to use the  proceeds  from the  issuance  of the
subordinated debentures to FBST IV to support future acquisitions as well as for
general corporate purposes.









                                    SIGNATURE


         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 BANKS, INC.



Date:  February 23, 2006                     By: /s/ Steven F. Schepman
                                                 -------------------------------
                                                     Steven F. Schepman
                                                     Senior Vice President and
                                                     Chief Financial Officer