<PAGE>
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 11, 2000
FNB CORPORATION
(Exact Name of Registrant as Specified in Its Chapter)
<TABLE>
<S> <C>
Virginia 000-24141 54-1791618
(State of other jurisdiction of (Commission File Number) (I.R.S. Employer Identification
incorporation or organization) No.)
</TABLE>
-------------------------
105 Arbor Drive
Christiansburg, Virginia 24068
(Address of principal executive offices)
(Registrant's telephone number,
including area code): (540-382-4951)
-------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events
(a) As explained in the attached press release, FNB Corporation and
CNB Holdings, Inc. announced on July 11, 2000 that they have entered
into an Agreement and Plan of Merger. Under the terms of the proposed
transaction, CNB Holdings, Inc.'s shareholders will receive
consideration of $10.60 for each of their shares in the form of cash,
stock of FNB Corporation or a combination of cash and stock.
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 CORPORATION,
REGISTRANT
Date: July 13, 2000 By: /s/ J. Daniel Hardy, Jr.
---------------------------
J. Daniel Hardy, Jr.
President and Chief Executive Officer