UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) May 31, 2005
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AMCORE FINANCIAL, INC.
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(Exact Name of Registrant as Specified in Its Charter)
NEVADA
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(State or Other Jurisdiction of Incorporation)
0-13393 36-3183870
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(Commission File Number) (IRS Employer Identification No.)
501 Seventh Street, Rockford, Illinois 61104
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(Address of Principal Executive Offices) (Zip Code)
(815) 968-2241
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 Entry into a Material Definitive Agreement
On May 31, 2005, AMCORE Bank, N.A., (the "BANK"), a wholly-owned subsidiary of
AMCORE Financial, Inc. (the "Company"), entered into a written agreement (the
"Agreement") with the Office of the Comptroller of Currency (the "OCC"). The
Agreement describes commitments made by the BANK and outlines a series of steps
to address and strengthen the Company's compliance management system. The BANK
has already begun to implement procedures addressing the matters identified by
the OCC and expects to complete all committed changes within the timeframes
defined in the Agreement. The Agreement with the OCC does not in any way
restrict the Company's ability to continue its branch expansion initiative. The
foregoing description of the Agreement is qualified in its entirety by reference
to the provisions of the Agreement, which is attached hereto as Exhibit 10.1 and
is hereby incorporated by reference.
ITEM 9.01. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
10.1 Agreement between AMCORE Bank, N.A. and the Office of the
Comptroller of Currency, dated May 31, 2005
SIGNATURES
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 thereunto duly authorized.
Date: June 1, 2005 AMCORE Financial, Inc.
(Registrant)
/s/ John R. Hecht
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John R. Hecht
Executive Vice President and Chief Financial Officer
(Duly authorized officer of the registrant
and principal financial officer)
EXHIBIT INDEX
Exhibit No. Description
10.1 Agreement between AMCORE Bank, N.A. and the Office of the
Comptroller of Currency, dated May 31, 2005