8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K
                                 CURRENT REPORT


    Pursuant to Sections 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of Earliest Event Reported) November 4, 2005
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                                       FNB Corp.
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             (Exact Name of Registrant as Specified in its Charter)


            North Carolina             0-13823             56-1456589
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      (State or Other Jurisdiction   (Commission File    (IRS Employer
          of Incorporation)             Number)         Identification No.)


                101 Sunset Avenue, Asheboro, North Carolina 27203
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               (Address of Principal Executive Offices) (Zip Code)


       Registrant's Telephone Number, Including Area Code (336) 626-8300
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                                       N/A
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          (Former Name or Former Address, if Changed Since Last Report)
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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):

[ ] 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))



Item 2.01.  Completion of Acquisition or Disposition of Assets.

      On November 4, 2005, United Financial, Inc. ("United"), a North
Carolina corporation and registered bank holding company, merged with and into
FNB Corp. ("FNB"), a North Carolina corporation and registered bank holding
company, pursuant to the Agreement and Plan of Merger dated as of May 9, 2005
(the "Merger Agreement") between FNB and United (the "Merger"). As of September
30, 2005, United had total assets of $144 million, total deposits of $107
million and total shareholders' equity of $10 million.

     Pursuant to the Merger Agreement, shareholders of United were able to elect
to receive in the Merger 0.6828 shares of FNB common stock, $14.25 in cash, or a
combination of stock and cash for each share of United common stock held.  Based
on the elections made by United  shareholders  and the proration  provisions set
forth in the Merger Agreement, shareholders of United who did not timely make an
election  as to the merger  consideration  they wished to receive  will  receive
$5.72 in cash and  0.4089  shares of FNB  common  stock for each share of United
common stock held.  Cash will be paid in lieu of fractional  shares.  FNB issued
728,625  shares of its common  stock as a result of the Merger.  FNB  included a
copy of the Merger  Agreement  as  Appendix A to the proxy  statement/prospectus
contained in its Registration Statement on Form S-4, as amended, which FNB filed
with the Securities and Exchange  Commission (file no.  333-126615).  The Merger
Agreement is incorporated into this Item 2.01 by reference.  A copy of the press
release  announcing  the closing of the Merger is filed as Exhibit  99.1 to this
Current Report on Form 8-K and is incorporated into this Item 2.01 by reference.


Item 9.01.  Financial Statements and Exhibits.

         Under the rules of the Securities and Exchange Commission, no financial
statements or pro forma financial statements are required to be filed with
respect to the acquisition reported in Item 2.01 of this Current Report on Form
8-K.

(d)  Exhibits

The following exhibit is filed herewith:

     99.1 Press release  dated  November 4, 2005  announcing  the closing of the
merger of United Financial, Inc. with and into FNB Corp.

This Current Report on Form 8-K (including information included or incorporated
by reference herein) may contain, among other things, forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
including, without limitation, (i) statements regarding certain of FNB's goals
and expectations regarding earnings, income per share, revenue, expenses and the
growth rate in such items, as well as other measures of economic performance,
including statements relating to estimates of credit quality trends, and (ii)
statements preceded by, followed by or including the words "may," "could,"
"should," "would," "believe," "anticipate," "estimate," "expect," "intend,"
"plan," "projects," "outlook" or similar expressions. These statements are based
upon the current belief and expectations of FNB's management and are subject to
significant risks and uncertainties that are subject to change based on various
factors, many of which are beyond FNB's control.





                            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.

                                         FNB CORP.

Date: November 4, 2005                       By /s/ Jerry A. Little
                                            -----------------------
                                               Jerry A. Little
                                               Secretary and Treasurer

EX-99

                                                              Exhibit 99.1

[FNB LOGO]
FNB CORP.

P.O. Box 1328, Asheboro, NC 27204                  Phone 336-626-8300
101 Sunset Avenue, Asheboro, NC 27203                Fax 336-626-8374

For Immediate Release
November 4, 2005, 2:00 p.m.


                 FNB Corp. and United Financial Complete Merger


     Asheboro,  NC.  - FNB  Corp.  ("FNB")  [NASDAQ:  FNBN]  announced  that its
acquisition of United Financial,  Inc. ("United") [Bulletin Board:  UTDF.OB] was
completed today. The acquisition  expands FNB's market coverage in central North
Carolina  to  communities  in  Alamance  and Orange  counties  through the three
offices of United's bank subsidiary, Alamance Bank, one office of which operates
as Hillsborough  Bank. Plans are to merge Alamance Bank into First National Bank
and Trust Company in early 2006. As a result of the  acquisition of United,  FNB
assets  exceed  $1  billion.  Its  banking  franchise  expands  to a total of 24
community  YES! Bank offices in 10 contiguous  counties  serving the Central and
Southern areas of North Carolina.

     "This is a positive step in strengthening FNB's franchise value in Piedmont
North  Carolina,"  noted  Michael C.  Miller,  Chairman  and  President  of FNB.
"United's  presence in the  communities of Burlington,  Graham and  Hillsborough
along the  strategic  I-40/I-85  corridor  between  Greensboro  and the Research
Triangle,  coupled with our recent opening of the first of two new YES! Banks in
Greensboro, positions our company in some of the best markets in North Carolina.
We look  forward to building on  United's  beginnings  in this market with First
National's YES YOU CAN(R), YES WE CAN(R) brand promise,  which is ideally suited
for  United's  customers  and  communities.  With First  National's  98 years of
history,  we look forward to a bright future in these great communities with the
United team and customers."

     Two United  directors  will be  appointed  to the FNB board at the December
2005 meeting,  and Lynn S. Lloyd and Larry E. Brooks have been  nominated by the
United  Board for those  positions.  Under the terms of the merger with  United,
shareholders  of United are  receiving  a  combination  of cash and stock in FNB
Corp.,  based upon elections that have been previously  submitted,  with the FNB
stock  consideration  comprising  65% of the  total  consideration  paid  in the
merger.

     FNB Corp.  is the central  North  Carolina-based  bank holding  company for
First National Bank and Trust Company and Dover Mortgage  Company.  Chartered in
1907,  First  National  (www.MyYesBank.com)  operates 21 community YES! Banks in
Archdale,  Asheboro,  Biscoe,  China  Grove,  Ellerbe,  Greensboro,  Kannapolis,
Laurinburg,  Pinehurst,  Ramseur, Randleman,  Rockingham,  Salisbury,  Seagrove,
Siler   City,    Southern   Pines   and   Trinity.    Dover   Mortgage   Company
(www.dovermortgage.com)  operates mortgage production offices in Carolina Beach,
Charlotte, Goldsboro, Greenville, Kernersville, Lake Norman, Leland, Raleigh and
Wilmington.  Through its  subsidiaries,  FNB offers a complete line of consumer,
mortgage  and  business  banking  services,   including  loan,   deposit,   cash
management, wealth management and internet banking services. The Federal Deposit
Insurance Corporation insures First National's deposits up to applicable limits.

     FNB stock is traded on the NASDAQ  National  Market  under the symbol FNBN.
Market makers include Scott & Stringfellow, Morgan Keegan & Co., Keefe, Bruyette
& Woods, UBS Securities,  FIG Partners,  Ferris Baker Watts,  Knight Securities,
Ryan Beck & Company, Sandler O'Neill & Partners and Stern Agee and Leach.

     This news release contains forward-looking statements,  including estimates
of future operating results and other forward-looking  financial information for
FNB. These estimates and other statements constitute  forward-looking statements
within the meaning of the Private  Securities  Litigation Reform Act of 1995 and
involve various risks and  uncertainties.  Actual results may differ  materially
due to  such  factors  as:  (1)  expected  cost  savings  from  the  merger  not
materializing  within the expected time frame; (2) revenues following the merger
not meeting expectations; (3) competitive pressures among financial institutions
increasing  significantly;  (4) costs or difficulties related to the integration
of the businesses of FNB and United being greater than anticipated;  (5) general
economic  conditions being less favorable than anticipated;  and (6) legislation
or  regulatory  changes  adversely  affecting the business in which the combined
company  will be engaged.  FNB does not assume any  obligation  to update  these
forward-looking  statements  or to update the reasons why actual  results  could
differ from those projected in the  forward-looking  statements.

Contacts:
FNB Corp.
Michael C. Miller,  Chairman and President
R.  Larry  Campbell,  Executive  Vice  President
336.626.8300

United Financial,  Inc.
William Griffith.,  President  and  CEO
336.226.1223