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

May 7, 2010

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 of incorporation)	(Commission File Number)	(I.R.S. Employer 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:

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))

First Banks, Inc.

Table of Contents

		Page
Item 8.01	Other Events	1
Item 9.01	Financial Statements and Exhibits	1
Signature		2

 Item 8.01  Other Events.

On May 7, 2010, First Bank, a wholly owned subsidiary of First Banks, Inc. (“First Banks” or the “Company”), entered into a Branch Purchase and Assumption Agreement (the “Agreement”) with First Mid-Illinois Bank & Trust, N.A. (“First Mid-Illinois”), a wholly owned subsidiary of First Mid-Illinois Bancshares, Inc., headquartered in Mattoon, Illinois, providing for the sale of certain assets and the transfer of certain liabilities of 10 of First Bank’s Northern Illinois branches to First Mid-Illinois. Under the terms of the Agreement, First Mid-Illinois is to assume approximately $350.0 million of deposits associated with the acquired branches in Peoria, Galesburg, Quincy, Bartonville, Knoxville and Bloomington, including certain commercial deposit relationships, for a pre mium of approximately 4.77%. First Mid-Illinois is also expected to purchase approximately $150.0 million of loans as well as certain other assets at par value, including premises and equipment, associated with the acquired branches. The transaction, which is subject to regulatory approvals and certain closing conditions, is expected to be completed during the third quarter of 2010.

On April 30, 2010, First Bank completed the sale of certain assets and the transfer of certain liabilities of First Bank’s Texas franchise to Prosperity Bank, a subsidiary of Prosperity Bancshares, Inc., headquartered in Houston, Texas. In conjunction with the transaction, Prosperity Bank assumed approximately $500.0 million of deposits associated with First Bank’s 19 Texas retail branches, including certain commercial deposit relationships, for a premium of approximately 5.5%. Prosperity Bank also purchased approximately $100.0 million of loans as well as certain other assets at par value, including premises and equipment, associated with First Bank’s Texas operations.

First Banks issued a press release on May 7, 2010 announcing these transactions, 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 May 7, 2010 – filed herewith.

1

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:	May 10, 2010	By:	/s/	Terrance M. McCarthy
				Terrance M. McCarthy
				President and Chief Executive Officer

2

EX-99

Exhibit 99

FIRST BANKS, INC.

ST. LOUIS, MISSOURI

NEWS RELEASE

Contacts:	Terrance M. McCarthy	Lisa K. Vansickle
	President and	Executive Vice President and
	Chief Executive Officer	Chief Financial Officer
	First Banks, Inc.	First Banks, Inc.
	(314) 854-5400	(314) 854-5400

Traded:	NYSE
Symbol:	FBSPrA – (First Preferred Capital Trust IV, an affiliated trust of First Banks, Inc.)

FOR IMMEDIATE RELEASE:

First Bank Announces Completion of the Sale of its Texas Branches and Signing of Agreement for the Sale of Certain of its Northern Illinois Branches

St. Louis, Missouri, May 7, 2010.  First Banks, Inc. (“First Banks” or the “Company”), the parent company of First Bank, today announced completion of the sale of certain assets and the transfer of certain liabilities of its Texas franchise on April 30, 2010 to Prosperity Bank, a subsidiary of Prosperity Bancshares, Inc., headquartered in Houston, Texas. Prosperity Bank assumed approximately $500.0 million of deposits associated with First Bank’s 19 Texas retail branches, including certain commercial deposit relationships, for a premium of approximately 5.5%. Prosperity Bank also purchased approximately $100.0 million of loans as well as certain other assets at par value, including premises and equipment, associated with First Bank&# 8217;s Texas operations.  The completion of the sale of the Texas franchise follows closely after the completion of the sale of First Bank’s institutional money management subsidiary, Missouri Valley Partners, Inc. (“MVP”), to Stifel Financial Corp. on April 15, 2010.

First Bank also reported the signing of a Branch Purchase and Assumption Agreement (the “Agreement”) on May 7, 2010 providing for the sale of certain assets and the transfer of certain liabilities of 10 Northern Illinois branches to First Mid-Illinois Bank & Trust, N.A. (“First Mid-Illinois”), a wholly owned subsidiary of First Mid-Illinois Bancshares, Inc., headquartered in Mattoon, Illinois. Under the terms of the Agreement, First Mid-Illinois is to assume approximately $350.0 million of deposits associated with the acquired branches in Peoria, Galesburg, Quincy, Bartonville, Knoxville and Bloomington, including certain commercial deposit relationships, for a premium of approximately 4.77%. First Mid-Illinois is also expected to purchase approximately $150.0 million of loans as well as certain othe r assets at par value, including premises and equipment, associated with the acquired branches. The transaction, which is subject to regulatory approvals and certain closing conditions, is expected to be completed during the third quarter of 2010.

Terrance M. McCarthy, President and Chief Executive Officer of First Banks, said, “The announced sale of 10 of our Northern Illinois branches as well as the completion of the sales of our Texas operations and MVP in April and our Chicago operations in February, represent the successful achievement of a number of key elements associated with our previously announced Capital Plan, which was developed to preserve our risk-based capital during the current and continuing economic downturn. The completion of these transactions will meaningfully increase First Bank’s regulatory capital ratios. We extend our sincere gratitude to all of our dedicated employees throughout these regions and business segments as well as our customers and wish th em continued success in the future.”

As previously announced on April 19, 2010, First Bank increased its total capital ratio to 11.53% as of March 31, 2010 as compared to 10.39% as of December 31, 2009. These transactions are expected to provide an additional regulatory capital benefit of approximately $64.0 million to First Bank upon completion. First Bank remains “well capitalized” under regulatory guidelines.

Hovde Financial, Inc. served as financial adviser to First Banks in the sale of the 10 Northern Illinois branches and the Chicago and Texas operations.  Bryan Cave LLP served as legal adviser to First Banks in the sale of the Northern Illinois branches and the Chicago operations.

About First Banks

First Banks had assets of $9.07 billion at March 31, 2010 and currently operates 165 branch banking offices in California, Florida, Illinois and Missouri. Through its subsidiary bank, First Bank, the Company offers a broad range of financial products and services to consumers, businesses and other institutions.  Visit First Banks on the web at www.firstbanks.com.

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Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements about First Banks’ plans, objectives, estimates or projections with respect to our future financial condition, expected or anticipated revenues with respect to our results of operations and our business, expectations and intentions and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of First Banks’ management and are subject to significant risks and uncertainties which may cause actual results to differ materially from those contemplated in the forward-looking statements. The following factors, among others, could cause actual results to diffe r from those set forth in the forward-looking statements: increased competition and its effect on pricing, spending, third-party relationships and revenues; changes in interest rates and overall economic conditions; and the risk of new and changing regulation. Additional factors which may cause First Banks’ results to differ materially from those described in the forward-looking statements may be found in First Banks’ Annual Report on Form 10-K, as filed with the SEC and available at the SEC’s internet site. The forward-looking statements in this press release speak only as of the date of the press release, and First Banks does not assume any obligation to update the forward-looking statements or to update the reasons why actual results could differ from those contained in the forward-looking statements.