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
January 14, 1994
Date of Report (date of earliest event reported)
FIRST NATIONAL BANCORP
(exact name of registrant as specified in its character)
Georgia 0-10657 58-1415138
(state or other (Commission (IRS Employer
jurisdiction of File No.) Identification
of incorporation) Number)
303 Jesse Jewell Parkway, Suite 700, Gainesville, Georgia 30501
(address of principal executive office) (zip code)
(404) 503-2000
(Registrant's telephone number, including area code)
No Change
(Former name or address, if changed since last report)
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Item 5. OTHER EVENTS
(a) On January 14, 1994, officials of the registrant, First
National Bancorp, and Barrow Bancshares, Inc., Winder, Barrow
County, Georgia, signed a Letter of Intent of Merger whereby
First National Bancorp will, after satisfaction of all legal
and regulatory requirements by both parties, exchange 1.37
shares of First National Bancorp $1.00 par value common stock
for each of the 380,845 outstanding common shares (365,973
current shares outstanding and 14,872 option shares which will
be exercised prior to the merger) of Barrow Bancshares, Inc.
No cash, except for fractional shares, will be offered in the
transaction which will be accounted for under the pooling of
interest method of accounting. The acquisition is subject to
approval by Barrow Bancshares, Inc. shareholders and various
regulatory agencies. Currently, total consolidated assets of
Barrow Bancshares, Inc. and its wholly owned subsidiary,
Barrow Bank & Trust Company, are approximately $54,200,000,
and shareholders equity is approximately $5,500,000.
SIGNATURES
Pursuant to the requirements of the Security Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its
behalf by the undersigned hereunto duly authorized.
FIRST NATIONAL BANCORP
(Registrant)
By: s/Peter D. Miller
Peter D. Miller
President,
Chief Administrative and
Chief Financial Officer
By: s/C. Talmadge Garrison
C. Talmadge Garrison
Senior Vice President
Secretary and Treasurer
Date: January 21, 1994
