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) August 15, 2005
                                                     -----------------

                             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 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers

On August 15, 2005, AMCORE Financial, Inc. (Company) announced the resignation
of Karen Branding from the Company's Board of Directors effective at the August
12, 2005 Board meeting. A search is currently underway to find a new director to
serve the remainder of her term.



ITEM 9.01.  Financial Statements and Exhibits

(c) Exhibits

Exhibit No.       Description

99.1            Press Release dated August 15,2005














                                   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: August 15, 2005       AMCORE Financial, Inc.

                            (Registrant)


                            /s/ John R. Hecht
                            ---------------------------------------------------
                            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

99.1            Press Release dated August 15, 2005