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*
ODELL JOSEPH E

(Last) (First) (Middle)
TIMBERSPRINGS LANE

(Street)
INDIANA PA 15701

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST COMMONWEALTH FINANCIAL CORP /PA/ [ FCF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/10/2004
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)
Code V Amount (A) or (D) Price
Common Stock 02/10/2004 M 5,000 A $9.25 46,109 D
Common Stock 02/10/2004 S(1) 5,000 D $14.53 41,109 D
Common Stock 02/11/2004 M 5,000 A $9.25 46,109 D
Common Stock 02/11/2004 S(1) 5,000 D $14.76 41,109 D
Common Stock 52,172 D(2)
Common Stock 5,499 I(3) Footnote3
Common Stock 274 I(4) Footnote4
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option(5) $9.25 02/10/2004 M 5,000 12/31/1997 02/25/2007 Common Stock 5,000 $9.25 19,322 D
Stock Option(5) $9.25 02/11/2004 M 5,000 12/31/1997 02/25/2007 Common Stock 5,000 $9.25 14,322 D
Stock Option(5) $9.1875 06/03/1996 06/03/2006 Common Stock 10,884 10,884 D
Stock Option(5) $11.5625 12/31/1999 01/11/2009 Common Stock 36,746 36,746 D
Stock Option(5) $11.063 12/31/2000 01/11/2010 Common Stock 39,559 39,559 D
Stock Option(5) $10.75 12/31/2001 01/31/2011 Common Stock 41,442 41,442 D
Stock Option(5) $11.7 12/31/2002 01/23/2012 Common Stock 39,205 39,205 D
Stock Option(5) $12.06 12/31/2003 01/13/2013 Common Stock 34,082 34,082 D
Stock Option(5) $14.6875 12/31/1998 03/01/2008 Common Stock 28,086 28,086 D
Explanation of Responses:
1. This sale is made pursuant to previously adopted trading instructions intended to comply with Rule 10b5-1(c) promulgated under the Securities Exchange Act of 1933. these trading instructions were adopted on January 26, 2004. The representations regarding material non-public adverse information speaks as of that date.
2. Total FCF shares held by Atlas Investment Company, of which Mr. O'Dell is a 25% owner.
3. Shares held individually by spouse
4. Held by spouse as custodian for child
5. Incentive/non-qualified stock option grants--option to buy. Figures in Column 9 reflect the balance total for each separate option.
Wendy Kelly Reynolds,attorney-in-fact for Joseph E. O'Dell 02/12/2004
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.