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) October 14, 1997
(September 30, 1997)
AREA BANCSHARES CORPORATION
(Exact name of registrant as specified in its charter)
Kentucky 0-26032 61-0902343
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
230 Frederica Street, Owensboro, KY 42301
(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: (502) 926-3232
Not Applicable
(Former name or former address, if changed since last report)
The Current Report consists of 3 pages.
The exhibit index is located on page 2.
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Item 2. Acquisition and Disposition of Assets
On September 30, 1997, Area Bancshares Corporation
("Area") of Owensboro, Kentucky acquired 100% of the
outstanding shares of common stock of Cardinal
Bancshares, Inc. ("Cardinal"), in a merger transaction.
In the transaction, accounted for as a pooling of
interests, Cardinal shareholders received 2.7391 shares
of Area common stock for each one share of Cardinal
common stock held. Cardinal's business is conducted
primarily through its four bank subsidiaries, The Vine
Street Trust Company, HNB Bank, First & Peoples Bank,
The Jefferson Banking Company, and its thrift
subsidiary, Alliance Bank. All of Cardinal's banking
subsidiaries and its thrift subsidiary operate within
the state of Kentucky. As a result of the share
exchange, Area will issue approximately 4,200,519
shares of common stock with no long-term debt being
incurred. The physical assets of Cardinal's
subsidiaries will continue to be used by them for
general banking purposes.
Item 7. Financial Statements and Exhibits
(4) Financial statements required by this item will be
filed by amendment no later than December 15, 1997 (60
days after the date that the initial report must be filed).
C. Exhibits
2. Agreement and Plan of Reorganization, dated May 1,
1997 between Area Bancshares Corporation and Cardinal
Bancshares, Inc. (1)
4. Proxy statement mailed to shareholders of Area Bancshares
Corporation on or about August 13, 1997. (2)
(1) Incorporated by reference to Exhibit 1 to the registration
statement of Form S-4 filed with the commission on June 17,
1997. (File No. 333-29385)
(2) Incorporated by reference to the registration statement on
Form S-4 filed with the Commission on June 17, 1997. (File
No. 333-29385)
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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.
Area Bancshares Corporation
DATE: October 14, 1997 By: /s/Thomas R.Brumley
-----------------------------------
Thomas R. Brumley
President & Chief Executive Officer
(Principal Executive Officer)
By: /s/John A. Ray
-----------------------------------
John A. Ray
Executive Vice President &
Chief Financial Officer
(Principal Financial Officer)
By: /s/ Gary R. White
-----------------------------------
Gary R. White
Vice President, Controller
(Principal Accounting Officer)
