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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) FEBRUARY 23, 1999
(FEBRUARY 18, 1999)
AREA BANCSHARES CORPORATION
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(Exact name of registrant as specified in its charter)
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Kentucky 0-26032 61-0902343
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(State or other (Commission File Number) (IRS Employer
jurisdiction of incorporation) Identification Number)
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230 Frederica Street, Owensboro, Kentucky 42301
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (502) 926-3232
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Not Applicable
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(Former name or former address, if changed since last report)
The Current Report consists of 5 pages.
The exhibit index is located on page 4.
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Item 5. Other Events
On February 18, 1999 Area Bancshares Corporation ("Area") reported the
results of operations for the first month following its merger with
Peoples Bancorp of Winchester, Inc. a $165 million bank holding
company headquartered in Winchester, Kentucky. The merger was
effective January 4, 1999, and was accounted for as a
pooling-of-interests. In conjunction with the merger, Area issued
1,300,000 shares of common stock.
A copy of the press release is attached hereto as Exhibit 99.1, and is
incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits
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Exhibit No. Description
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99.1 Press release dated February 18, 1999
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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: February 23, 1999 By: /s/ John A. Ray
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John A. Ray
Executive Vice President &
Chief Financial Officer
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INDEX TO EXHIBITS
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Exhibit Number Exhibit Description Page
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99.1 Press release dated February 18, 1999 5
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EXHIBIT 99.1
AREA
BANCSHARES
CORPORATION
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MEDIA RELEASE
FOR IMMEDIATE RELEASE
February 18, 1999
AREA BANCSHARES CORPORATION ANNOUNCES JANUARY EARNINGS
Owensboro, Kentucky -- February 18, 1999 -- Area Bancshares Corporation
(NASDAQ:AREA), a $2.2 billion multi-bank holding company, headquartered in
Owensboro, Kentucky, reported today the results of its first month of
operations following its merger with Peoples Bancorp of Winchester, Inc., a
$165 million bank holding company headquartered in Winchester, Kentucky. The
merger was effective January 4, 1999, and was accounted for as a
pooling-of-interests. In conjunction with the merger, Area issued 1.3 million
shares of common stock.
Net income for January 1999 totaled $3,072,000 or $0.18 per diluted share.
January's net income included an after-tax gain totaling $1,080,000 ($1,661,000
pre-tax) or $0.06 per diluted share from the sale of securities.
Area is comprised of thirteen banks with 58 offices located in 24 cities
throughout Kentucky.
CONTACT: Gary R. White of Area Bancshares Corporation at (502) 688-7824.
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