FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 13, 2002 ----------------- (Date of report) NATIONAL PROCESSING, INC. ------------------------- (Exact name of registrant as specified in its charter) Ohio 1-11905 61-1303983 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1231 Durrett Lane, Louisville, Kentucky 40213 ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (502) 315-2000 -------------- (Registrant's telephone number, including area code) ITEM 9. REGULATION FD DISCLOSURE On November 12, 2002, pursuant to 18 U.S.C. Section 1350, Mr. Jon L. Gorney, Chairman and Chief Executive Officer of National Processing, Inc., and Mr. David E. Fountain, Senior Vice President and Chief Financial Officer of National Processing, Inc, each signed certifications with respect to National Processing, Inc.'s Quarterly Report on Form 10-Q for the quarter-ended September 30, 2002 filed on November 12, 2002. Such certifications are attached hereto as Annexes A and B. Annexes A and B are incorporated herein by reference and have been furnished, not filed. 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 hereunto duly authorized. NATIONAL PROCESSING, INC. (Registrant) By: /s/ Carlton E. Langer ----------------------------- Name: Carlton E. Langer Title: Secretary Dated: November 12, 2002 Annex A ------- CERTIFICATION Pursuant to 18 U.S.C. sec. 1350, the undersigned officer of National Processing, Inc. (the "Company"), hereby certifies, to such officer's knowledge, that the Company's Quarterly Report on Form 10-Q for the quarter-ended September 30, 2002 (the "REPORT") fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: November 12, 2002 /s/ Jon L. Gorney ------------------- Name: Jon L. Gorney Title: Chairman and Chief Executive Officer The foregoing certification is being furnished solely pursuant to 18 U.S.C. sec. 1350 and is not being filed as part of the Report or as a separate disclosure document. Annex B ------- CERTIFICATION Pursuant to 18 U.S.C. sec. 1350, the undersigned officer of National Processing, Inc. (the "COMPANY"), hereby certifies, to such officer's knowledge, that the Company's Quarterly Report on Form 10-Q for the quarter-ended September 30, 2002 (the "REPORT") fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: November 12, 2002 /s/ David E. Fountain ------------------------------ Name: David E. Fountain Title: Senior Vice President and Chief Financial Officer The foregoing certification is being furnished solely pursuant to 18 U.S.C. sec. 1350 and is not being filed as part of the Report or as a separate disclosure document.