FNB CORP/PA
424B2, 1996-12-04
NATIONAL COMMERCIAL BANKS
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                                       November 6, 1996


Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

     RE:  Filing of Prospectus Supplement Pursuant to Rule 424;
          Registration No. 33-61367

Gentlemen:

Pursuant to the provisions of Rule 424(b)(2) of the Rules and Regulations
under the Securities Act of 1933, as amended, we enclose for filing the
following copy of the Prospectus Supplement dated November 6, 1996 through
November 12, 1996, with respect to the above Registration Statement.  In
accordance with Rule 424(c), only the Prospectus Supplement is being filed
because it will be attached to a form of Prospectus that previously has been
filed.  The Prospectus Supplement includes a cross reference on the cover
thereof to the date of the related Prospectus.

                                        Very truly yours,

                                        F.N.B. CORPORATION

                                        /s/ William J. Rundorff

                                        William J. Rundorff
                                        Executive Vice President

WJR:clw
Prospcts.Sup
Enclosures
cc:  David J. Lowe, Esq.
<PAGE>
PROSPECTUS SUPPLEMENT
(To Prospectus Dated October 18, 1995)


                              F.N.B. CORPORATION

                                 $125,000,000
                          SUBORDINATED TERM NOTES DUE
            3, 6, 9, 12, 18, 24, 30, 36, 48, 60, 84 AND 120 MONTHS
                                      AND
                           SUBORDINATED DAILY NOTES

     The following interest rates are applicable to Subordinated Term Notes
and Subordinated Daily Notes offered and sold during the period:
                  November 6, 1996 through November 12, 1996.



                                                   ANNUAL
                                                INTEREST RATE
                                                -------------
                    Subordinated Daily
                    Notes:                             5.00%

                    Subordinated Term
                    Notes:
                      3 Month                          5.10%
                      6 Month                          5.15%
                      9 Month                          5.25%
                     12 Month                          5.40%
                     18 Month                          5.50%
                     24 Month                          5.75%
                     30 Month                          6.00%
                     36 Month                          6.25%
                     48 Month                          6.50%
                     60 Month                          6.75%
                     84 Month                          7.00%
                    120 Month                          7.25%




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