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

Date of Report (Date of earliest event reported) July 16, 2007

Park National Corporation

(Exact name of registrant as specified in its charter)

Ohio	1-13006	31-1179518
(State or other jurisdiction	(Commission	( IRS Employer
of incorporation)	File Number)	Identification No.)
50 North Third Street, P.O. Box 3500, Newark, Ohio		43058-3500
(Address of principal executive offices)		(Zip Code)

(740) 349-8451

(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))

Item 2.02 – Results of Operations and Financial Condition

     On July 16, 2007, Park National Corporation (“Park”) issued a news release (the “News Release”) announcing earnings for the three months and the six months ended June 30, 2007. A copy of the News Release is included as Exhibit 99.1 and incorporated herein by reference.

Item 8.01 – Other Events

     In the News Release, Park also announced the declaration of a cash dividend and the extension of the stock repurchase authorization.

     On July 16, 2007, Park’s Board of Directors declared a $0.93 per share regular cash dividend, which will be paid on September 7, 2007 to shareholders of record on August 21, 2007.

     Additionally, the Board of Directors of Park granted management the authority to purchase up to an aggregate of 1,000,000 Park common shares over the three-year period ending July 15, 2010, in open market purchases or through privately negotiated transactions, to be held as treasury shares for general corporate purposes. This authorization is in addition to the previous authorization which remains in effect.

     On November 21, 2005, the Park Board of Directors granted management the authority to purchase up to an aggregate of 1,000,000 common shares for general corporate purposes over the three-year period ending November 20, 2008. As of July 16, 2007, Park has purchased 807,826 common shares under this authorization and 192,174 common shares remained authorized for purchase. Park has purchased 470,006 common shares under this authorization in 2007.

Item 9.01 – Financial Statements and Exhibits.

(a)	Not applicable
(b)	Not applicable
(c)	Not applicable
(d)	Exhibits. The following exhibit is included with this Current Report on Form 8-K:

Exhibit No.	Description
99.1	News Release issued by Park National Corporation on July 16, 2007.

[Remainder of page intentionally left blank;
signature on following page.]

2

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.

	PARK NATIONAL CORPORATION
Dated: July 16, 2007	By:	/s/ John W. Kozak
		John W. Kozak
		Chief Financial Officer

3

INDEX TO EXHIBITS

Current Report on Form 8-K
Dated July 16, 2007

Park National Corporation

Exhibit No.	Description
99.1	News Release issued by Park National Corporation on July 16, 2007

4

EX-99.1

	Exhibit 99.1
July 16, 2007	For immediate release

Park National Corporation reports second quarter 2007
earnings and declares cash dividend

Board also grants extension of stock repurchase authorization

NEWARK, Ohio — Park National Corporation (Park) (AMEX:PRK) today reported net income for the second quarter of 2007 totaled $23.5 million, 1.6 percent less than the $23.9 million reported for the same period in 2006. Diluted earnings per share for the second quarter of 2007 were $1.62, a 4.7 percent decrease from 2006’s second quarter diluted earnings per share of $1.70. These second quarter results include the operations of Vision Bank of Gulf Shores, Alabama and Vision Bank of Panama City, Florida, which became subsidiaries of Park on March 9, 2007.

Results from the first half of 2007 reflect a net income of $44.6 million, a 6.5 percent decrease compared to $47.7 million for the first half of 2006. Diluted earnings per share for the first half of 2007 were $3.11, 8.3 percent less than diluted earnings per share of $3.39 for the first six months in 2006. These figures include the Vision Banks’ operations from March 9, 2007 through June 30, 2007.

The provision for loan losses was $2.9 million for the second quarter of 2007 and $5.1 million for the first half of 2007 compared to $1.5 million for the second quarter and first half of 2006. The increases in the loan loss provision for the three- and six-month periods ended June 30, 2007 (compared to the same periods in 2006) were due to similar increases in net loan charge-offs for both periods in 2007. Park’s net charge-off to loans ratio was 0.26 percent for the six months ended June 30, 2007. This ratio was 0.28 percent for the second quarter of 2007. Both ratios are below Park’s past five-year annual average of 0.30 percent.

Park announced the declaration of a regular cash dividend of $.93 per share, which will be paid on September 7, 2007 to shareholders of record on August 21, 2007.

The Park board of directors also authorized management to purchase up to an aggregate of 1 million additional common shares over the three-year period ending July 15, 2010 in open market purchases or through privately negotiated transactions, to be held as treasury shares for general corporate purposes. This authorization is in addition to the previous authorization that continues to be in effect.

On November 21, 2005, the Park board authorized management to purchase up to an aggregate of 1 million common shares for general corporate purposes over the three-year period ending November 20, 2008. Park purchased 807,826 common shares under this authorization and 192,174 common shares remain authorized for repurchase as of July 16, 2007. Park has purchased 470,006 common shares under this authorization in 2007.

Headquartered in Newark, Ohio, Park holds $6.244 billion in assets (based on asset totals as of June 30, 2007). Park and its subsidiaries consist of 14 community banking divisions, 12 of which are based in Ohio, 1 in Alabama and 1 in Florida, and 2 specialty finance companies. Park operates 151 offices through the following organizations: The Park National Bank, The Park National Bank of Southwest Ohio & Northern Kentucky Division, Fairfield National Division, The Richland Trust Company, Century National Bank, The First-Knox National Bank of Mount Vernon, Farmers and Savings Division, United Bank, N.A., Second National Bank, The Security National Bank and Trust Co., Unity National Division, The Citizens National Bank of Urbana, Vision Bank of Gulf Shores, Alabama, Vision Bank of Panama City, Florida, Scope Leasing, Inc., and Guardian Financial Services Company.

Media contacts: Bethany White, Communication Specialist, 740.349.3754 or John Kozak, Chief Financial Officer, 740.349.3792

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com

Complete financial tables are listed below...

PARK NATIONAL CORPORATION
FINANCIAL HIGHLIGHTS
(Dollars in thousands, except per share data)
JUNE 30, 2007

INCOME STATEMENT

	THREE MONTHS ENDED									SIX MONTHS ENDED
	JUNE 30,									JUNE 30,
							PERCENT									PERCENT
	2007			2006			CHANGE			2007			2006			CHANGE
NET INTEREST INCOME	$	60,410		$	53,822			12.24	%	$	115,308		$	107,241			7.52	%
PROVISION FOR LOAN LOSSES		2,881			1,467			96.39	%		5,086			1,467			246.69	%
OTHER INCOME		18,462			16,328			13.07	%		34,636			31,721			9.19	%
GAIN (LOSS) ON SALE OF SECURITIES		0			0			—			0			0			—
OTHER EXPENSE		42,480			34,856			21.87	%		81,789			69,868			17.06	%
INCOME BEFORE TAXES		33,511			33,827			-0.93	%		63,069			67,627			-6.74	%
NET INCOME		23,510			23,886			-1.57	%		44,573			47,693			-6.54	%
NET INCOME PER SHARE-BASIC		1.62			1.71			-5.26	%		3.11			3.41			-8.80	%
NET INCOME PER SHARE-DILUTED		1.62			1.70			-4.71	%		3.11			3.39			-8.26	%
CASH DIVIDENDS PER SHARE		0.93			0.92			1.09	%		1.86			1.84			1.09	%
RATIOS AND OTHER INFORMATION
RETURN ON AVERAGE ASSETS		1.51	%		1.78	%		—			1.51	%		1.78	%		—
RETURN ON AVERAGE EQUITY		14.73	%		17.89	%		—			14.66	%		17.77	%		—

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com

	THREE MONTHS ENDED								SIX MONTHS ENDED
	JUNE 30,								JUNE 30,
							PERCENT								PERCENT
	2007			2006			CHANGE		2007			2006			CHANGE
YIELD ON EARNING ASSETS		7.33	%		6.76	%		—		7.22	%		6.67	%		—
COST OF PAYING LIABILITIES		3.55	%		2.89	%		—		3.46	%		2.78	%		—
NET INTEREST MARGIN		4.32	%		4.38	%		—		4.31	%		4.38	%		—
EFFICIENCY RATIO		53.55	%		49.26	%		—		54.21	%		49.87	%		—
NET LOAN CHARGE-OFFS	$	2,815		$	1,464			—	$	5,015		$	1,463			—
NET CHARGE-OFFS AS A PERCENT OF LOANS		0.28	%		0.18	%		—		0.26	%		0.09	%		—

BALANCE SHEET

     AT JUNE 30,

					PERCENT
	2007		2006		CHANGE
INVESTMENTS	$	1,497,639	$	1,557,944		-3.87	%
LOANS		4,125,487		3,368,095		22.49	%
LOAN LOSS RESERVE		79,905		69,698		14.64	%
GOODWILL AND OTHER INTANGIBLES		198,023		67,914		191.58	%
TOTAL ASSETS		6,243,566		5,412,447		15.36	%
DEPOSITS		4,540,448		3,849,076		17.96	%
BORROWINGS		1,013,120		952,265		6.39	%
EQUITY		627,391		539,479		16.30	%
BOOK VALUE PER SHARE		43.81		38.72		13.15	%
NONPERFORMING LOANS		38,754		23,087		67.86	%

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com

							PERCENT
	2007			2006			CHANGE
NONPERFORMING ASSETS		45,935			26,547			73.03	%
PAST DUE 90 DAY LOANS		4,391			6,011			-26.95	%
RATIOS
LOANS/ASSETS		66.08	%		62.23	%		—
NONPERFORMING LOANS/LOANS		0.94	%		0.69	%		—
PAST DUE 90 DAY LOANS/LOANS		0.11	%		0.18	%		—
LOAN LOSS RESERVE/LOANS		1.94	%		2.07	%		—
EQUITY/ASSETS		10.05	%		9.97	%		—

PARK NATIONAL CORPORATION

     Consolidated Statements of Income

     (dollars in thousands, except per share data)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2007		2006		2007		2006
Interest income:
Interest and fees on loans	$	83,479	$	63,215	$	154,661	$	123,148
Interest on:
Obligations of U.S.
Government, its agencies and other securities		18,278		19,038		36,825		38,602
Obligations of states and political subdivisions		782		945		1,595		1,922
Other interest income		286		100		580		222
Total interest income		102,825		83,298		193,661		163,894
Interest expense:
Interest on deposits:
Demand and savings deposits		10,530		6,244		18,627		11,248

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2007		2006		2007		2006
Time deposits		21,228		13,398		38,809		25,714
Interest on borrowings		10,657		9,834		20,917		19,691
Total interest expense		42,415		29,476		78,353		56,653
Net interest income		60,410		53,822		115,308		107,241
Provision for loan losses		2,881		1,467		5,086		1,467
Net interest income after provision for loan losses		57,529		52,355		110,222		105,774
Other income		18,462		16,328		34,636		31,721
Gain (loss) on sale of securities		—		—		—		—
Other expense:
Salaries and employee benefits		24,168		19,520		46,628		39,566
Occupancy expense		2,775		2,182		5,313		4,444
Furniture and equipment expense		1,524		1,355		2,916		2,691
Other expense		14,013		11,799		26,932		23,167
Total other expense		42,480		34,856		81,789		69,868
Income before federal income taxes		33,511		33,827		63,069		67,627
Income taxes		10,001		9,941		18,496		19,934
Net income	$	23,510	$	23,886	$	44,573	$	47,693
Per Share:

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2007		2006		2007		2006
Net income — basic	$	1.62	$	1.71	$	3.11	$	3.41
Net income — diluted	$	1.62	$	1.70	$	3.11	$	3.39
Weighted average shares — basic		14,506,926		13,977,432		14,314,129		14,005,896
Weighted average shares — diluted		14,507,895		14,010,407		14,323,206		14,053,151

PARK NATIONAL CORPORATION
Consolidated Balance Sheets
(dollars in thousands, except share data)

	June 30,
	2007		2006
Assets
Cash and due from banks	$	167,755	$	170,603
Money market instruments		16,010		25,091
Interest bearing deposits		1		1
Investment securities		1,497,639		1,557,944
Loans (net of unearned interest)		4,125,487		3,368,095
Allowance for possible loan losses		79,905		69,698
Loans, net		4,045,582		3,298,397
Bank premises and equipment, net		64,352		47,080
Other assets		452,227		313,331
Total assets	$	6,243,566	$	5,412,447
Liabilities and Stockholders’ Equity
Deposits:
Noninterest bearing	$	705,802	$	685,545
Interest bearing		3,834,646		3,163,531
Total deposits		4,540,448		3,849,076
Borrowings		1,013,120		952,265

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com

	June 30,
	2007			2006
Other liabilities		62,607			71,627
Total liabilities		5,616,175			4,872,968
Stockholders’ Equity:
Common stock (No par value; 20,000,000 shares authorized in 2007 and 2006; 16,151,230 shares issued in 2007 and 15,272,258 in 2006)		300,322			208,404
Accumulated other comprehensive income (loss), net of taxes		(31,933	)		(34,048	)
Retained earnings		537,653			498,834
Treasury stock (1,831,164 shares in 2007 and 1,339,709 shares in 2006)		(178,651	)		(133,711	)
Total stockholders’ equity		627,391			539,479
Total liabilities and stockholders’ equity	$	6,243,566		$	5,412,447

PARK NATIONAL CORPORATION
Consolidated Average Balance Sheets
(dollars in thousands)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2007		2006		2007		2006
Assets
Cash and due from banks	$	157,861	$	141,915	$	154,337	$	143,427
Money market instruments		20,497		7,419		21,938		8,239
Interest bearing deposits		1		39		1		169
Investment securities		1,516,007		1,590,384		1,526,279		1,627,365
Loans (net of unearned interest)		4,094,718		3,337,351		3,864,223		3,324,534
Allowance for possible loan losses		79,213		70,137		76,210		70,528

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2007			2006			2007			2006
Loans, net		4,015,505			3,267,214			3,788,013			3,254,006
Bank premises and equipment, net		64,683			46,886			57,376			46,942
Other assets		452,715			321,386			403,247			315,008
Total assets	$	6,227,269		$	5,375,243		$	5,951,191		$	5,395,156
Liabilities and Stockholders’ Equity
Deposits:
Noninterest bearing	$	714,462		$	668,365		$	685,772		$	661,312
Interest bearing		3,815,458			3,160,283			3,597,186			3,143,537
Total deposits		4,529,920			3,828,648			4,282,958			3,804,849
Borrowings		975,001			933,596			969,424			966,797
Other liabilities		82,046			77,383			85,656			82,224
Total liabilities		5,586,967			4,839,627			5,338,038			4,853,870
Stockholders’ Equity:
Common stock		300,323			208,404			268,592			208,398
Accumulated other comprehensive income (loss), net of taxes		(22,023	)		(28,531	)		(22,414	)		(20,526	)
Retained earnings		524,305			484,987			520,001			479,549
Treasury stock		(162,303	)		(129,244	)		(153,026	)		(126,135	)
Total stockholders’ equity		640,302			535,616			613,153			541,286
Total liabilities and stockholders’ equity	$	6,227,269		$	5,375,243		$	5,951,191		$	5,395,156

###

Park National Corporation
50 N. Third Street, Newark, Ohio 43055
www.parknationalcorp.com