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) December 13, 2004
(December 10, 2004)
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Park National Corporation
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(Exact name of registrant as specified in its charter)
Ohio 1-13006 31-1179518
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(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
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(Address of principal executive offices) (Zip Code)
(740) 349-8451
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(Registrant's telephone number, including area code)
Not Applicable
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(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 (see General Instruction 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))
Section 8 - Other Events
Item 8.01 - Other Events.
On December 10, 2004, Park National Corporation (Park) and First Federal
Bancorp, Inc. (First Federal) issued a news release announcing that Park had
received the final regulatory approval for its acquisition of First Federal and
its banking subsidiary, First Federal Savings Bank of Eastern Ohio (FFSB).
Banking authorities have also approved the merger of FFSB with Park affiliate
Century National Bank (Century). The mergers are anticipated to be effective
December 31, 2004.
In August, Park and First Federal jointly announced the signing of a merger
agreement which will result in Park's acquisition of First Federal and the
merger of FFSB with Park subsidiary Century National Bank. FFSB and Century are
both headquartered in Zanesville, Ohio.
First Federal shareholders will receive $13.25 per share in an all-cash
transaction in January after the mergers are completed.
Section 9 - Financial Statements and Exhibits
Item 9.01 - Financial Statements and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibits. The following exhibit is being filed with this Current
Report on Form 8-K:
Exhibit No. Description
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99.1 News Release issued by Park National Corporation
and First Federal Bancorp, Inc. on December 10,
2004 announcing final regulatory approval for merger.
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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: December 13, 2004 By: /s/ John W. Kozak
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John W. Kozak
Chief Financial Officer
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INDEX TO EXHIBITS
Current Report on Form 8-K
Dated December 13, 2004
Park National Corporation
Exhibit No. Description
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99.1 News Release issued by Park National Corporation and
First Federal Bancorp, Inc. on December 10, 2004
announcing final regulatory approval for merger.
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