SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GURGOVITS STEPHEN J

(Last)

(First)

(Middle)

591 BUHL BOULEVARD

(Street)

SHARON

16146

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FNB CORP/FL/ [ FNB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice Chairman

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								13,313	D
Common Stock								4,925.087	D
Common Stock								9,201.967	D
Common Stock								8,006	I	By Wife
Common Stock								444	I	By Wife
Common Stock								294⁽¹⁾	D
Common Stock								14,803.683⁽²⁾	I	By Trust (Deferred Plan)
Common Stock	01/24/2003⁽³⁾		A		627.5649	A	$26.952	2,183.9724	I	By Trust (401K Plan)
Common Stock	01/24/2003⁽³⁾		A		530.6479	A	⁽⁴⁾	4,307.3236	I	By Trust (401K Plan)
Common Stock								543⁽¹⁾	D
Common Stock								99.507⁽⁵⁾⁽⁶⁾	D
Common Stock	12/31/2003⁽⁷⁾		J	V	74.846	D	⁽⁷⁾	0⁽⁷⁾	I	Custodian for Daughter

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Granted 01/20/1995)	$9.51							⁽⁸⁾	01/20/2005	Common Stock	10,854		10,854	D
Stock Options (Granted 01/30/1996)	$14.47							⁽⁸⁾	01/30/2006	Common Stock	20,680		20,680	D
Stock Options (Granted 01/26/1997)	$16.88							⁽⁸⁾	01/26/2007	Common Stock	18,126		18,126	D
Stock Options (Granted 01/18/1998)	$25.98							⁽⁸⁾	01/18/2008	Common Stock	16,743		16,743	D
Stock Options (Granted 01/24/1999)	$20.03							⁽⁹⁾	01/24/2009	Common Stock	40,995		40,995	D
Stock Options (Granted 04/29/1999)	$18.85							04/30/2000	04/29/2009	Common Stock	428		428⁽¹⁾	D
Stock Options (Granted 01/23/2000)	$19.26							⁽⁹⁾	01/23/2010	Common Stock	43,880		43,880⁽¹⁾	D
Stock Options (Granted 01/23/2000)	$19.26							01/24/2001	01/23/2010	Common Stock	1,401		1,401⁽¹⁾	D
Stock Options (Granted 01/22/2001)	$19.68							⁽⁹⁾	01/22/2011	Common Stock	45,097		45,097⁽¹⁾	D
Stock Options (Granted 01/22/2001)	$19.68							01/23/2002	01/22/2011	Common Stock	1,546		1,546⁽¹⁾	D
Stock Options (Granted 01/20/2002)	$24.4							⁽⁹⁾	01/20/2012	Common Stock	27,664		27,664⁽¹⁾	D
Stock Options (Granted 01/20/2002)	$24.4							01/21/2003	01/20/2012	Common Stock	1,332		1,332⁽¹⁾	D
Stock Options (Granted 01/20/2003)	$25.92							⁽⁹⁾	01/20/2013	Common Stock	27,079		27,079⁽¹⁾	D
Stock Options (Granted 01/20/2003)	$25.92							01/21/2004	01/20/2013	Common Stock	2,299		2,299⁽¹⁾	D
Common Stock Equivelant⁽¹⁰⁾	$35.45							⁽¹¹⁾	⁽¹²⁾	Common Stock	4,372.8437		4,372.8437⁽¹³⁾	I	Interest in Plan

Explanation of Responses:

1. Reflects change in exercise price and number of shares obtainable upon exercise due to a 5% stock dividend on 05/30/2003.

2. Includes 740.184 shares acquired due to a 5% stock dividend on 05/30/2003 and 342.499 shares acquired under the F.N.B. Corporation Dividend Reinvestment Plan.

3. Transaction under exempt 401(k) Plan during 2003.

4. Represents employer matching contributions pursuant to exempt 401(k) Plan.

5. Award of stock pursuant to the F.N.B. Corporation Restricted Stock and Incentive Bonus Plan. Vests 20% each year over a five year period.

6. Includes 4.636 shares acquired due to a 5% stock dividend on 05/30/2003 and 2.871 shares acquired under the F.N.B. Corporation Dividend Reinvestment Plan.

7. Reporting person previously reported stock owned by child residing in the same household. Child no longer resides in same household; therefore, stock owned by child is no longer reportable.

8. Options are fully vested and are available for immediate exercise.

9. Options vest over a five year period, 20% each year on anniversary of grant date.

10. Represents credit under supplemental retirement plan for employer matching stock contributions which reporting person was prevented from receiving under exempt 401(k) Plan.

11. Upon entitlement to amounts under 401(k) Plan.

12. Not applicable; represents credit under supplemental retirement plan for employer matching stock contribution which reporting person was prevented from receiving under exempt 401(k) plan.

13. Includes shares acquired as the result of a 5% stock dividend on 05/30/2003 and shares acquired under the F.N.B. Corporation Dividend Reinvestment Plan.

Remarks:

Statement of holdings as of 12/31/2003.

	/s/ Stephen J. Gurgovits	02/17/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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