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

                                November 16, 2009
                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
                                                                           ----

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT....................    1

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS.............................    1

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











Item 1.01  Entry into a Material Definitive Agreement.

     First Bank, a wholly owned  subsidiary of First Banks,  Inc. ("First Banks"
or the "Company") headquartered in St. Louis, Missouri,  entered into a Purchase
and  Assumption  Agreement  (the  "Agreement"),  dated  November 11, 2009,  with
FirstMerit Bank, N.A.  ("FirstMerit"),  a wholly-owned  subsidiary of FirstMerit
Corporation  headquartered in Akron, Ohio, that provides for the sale of certain
assets and the  transfer  of certain  liabilities  of its Chicago  franchise  to
FirstMerit.  Under  the  terms  of  the  Agreement,  FirstMerit  is to  purchase
approximately $315.0 million of loans as well as certain other assets, including
premises  and  equipment,  associated  with  First  Bank's  Chicago  operations.
FirstMerit is also to assume all of the deposits associated with First Bank's 24
Chicago retail branches, including certain commercial deposit relationships, for
a premium of 3.5%, or approximately $42.0 million based on $1.20 billion of such
deposits at  September  30,  2009.  In  conjunction  with this  transaction,  on
November 11, 2009, First Bank Business Capital,  Inc., First Bank's wholly owned
asset based  lending  subsidiary,  entered into a Loan Purchase  Agreement  that
provides  for the sale of certain  loans to  FirstMerit.  Under the terms of the
agreement,  FirstMerit is to purchase approximately $100.0 million in loans at a
discount of  approximately  8.5%.  The  acquired  loans and  deposits  represent
approximately  5.3% and  13.8% of First  Bank's  total  loans  and  deposits  at
September 30, 2009,  respectively.  The transaction  associated with the Chicago
branches,   which  is  subject  to  regulatory  approvals  and  certain  closing
conditions,  is expected to be completed  during the first quarter of 2010.  The
loan purchase  transaction,  which is subject to certain closing conditions,  is
expected to be completed during the fourth quarter of 2009.

     First Banks issued a press release  announcing the  transaction,  a copy of
which is attached hereto as Exhibit 99 and is incorporated herein by reference.


Item 9.01  Financial Statements and Exhibits.

      (d)  Exhibits.

       Exhibit
        Number      Description
        ------      -----------

         99         Press Release issued  on  November 11, 2009  announcing  the
                    upcoming sale of the Chicago branches - filed herewith.











                                    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:  November 16, 2009                   By: /s/ Terrance M. McCarthy
                                               ---------------------------------
                                                   Terrance M. McCarthy
                                                   President and
                                                   Chief Executive Officer