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 27, 2007 (February 23, 2007)
                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

                                                                           PAGE
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ITEM 8.01  OTHER EVENTS...................................................   1

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








ITEM 8.01  OTHER EVENTS.

        On February 23, 2007, First Banks, Inc. ("First Banks" or the "Company")
entered into a Purchase Agreement  regarding the issuance of variable rate trust
preferred securities by First Bank Statutory Trust VIII, a newly formed Delaware
statutory trust affiliate of the Company ("FBST VIII").  Subject to the terms of
the Purchase  Agreement,  on February 23, 2007, FBST VIII issued 25,000 variable
rate trust preferred  securities at $1,000 per security in a private  placement,
and issued 774 common  securities to First Banks at $1,000 per  security.  First
Banks owns all of the common  securities of FBST VIII. The gross proceeds of the
offering  were used by FBST VIII to  purchase  $25.8  million of  variable  rate
subordinated  debentures  from First  Banks,  maturing  on March 30,  2037.  The
maturity date of the subordinated  debentures may be shortened, at the option of
First Banks,  to a date not earlier than March 30, 2012,  if certain  conditions
are met.  The  subordinated  debentures  are the sole  asset  of FBST  VIII.  In
connection with the issuance of the FBST VIII preferred securities,  First Banks
made certain  guarantees and  commitments  that, in the aggregate,  constitute a
full and unconditional  guarantee by First Banks of the obligations of FBST VIII
under the FBST VIII  preferred  securities.  Proceeds  from the  issuance of the
subordinated  debentures  to FBST VIII,  net of  offering  expenses,  were $25.8
million.  The  distribution  rate  on the  FBST  VIII  preferred  securities  is
equivalent to the three-month  London  Interbank  Offering Rate plus 161.0 basis
points, and will be payable quarterly in arrears beginning March 30, 2007. First
Banks  intends  to use  the  proceeds  from  the  issuance  of the  subordinated
debentures to FBST VIII for the pending  acquisition  of Royal Oaks  Bancshares,
Inc.,  which is scheduled to close on February 28, 2007,  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 27, 2007                      By:    /s/ Allen H. Blake
                                                     ---------------------------
                                                         Allen H. Blake
                                                         President and
                                                         Chief Executive Officer