2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 September 24, 2002 Date of Report (Date of earliest event reported) FIRST BANKS AMERICA, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-8937 75-1604965 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) (Identification No.) 550 Montgomery Street, San Francisco, California 94111 (Address of principal executive offices) (Zip code) (415) 781-7810 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) FIRST BANKS AMERICA, INC. TABLE OF CONTENTS Page ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE...................... 1 SIGNATURES................................................................ 2 ITEM 5 - OTHER EVENTS AND REGULATION FD DISCLOSURE On September 23, 2002, First Banks America, Inc., or FBA, and its parent company, First Banks, Inc., or First Banks, issued a joint press release announcing the signing of an Agreement and Plan of Merger providing for the buyout of FBA's publicly held common shares and the merger of a wholly owned subsidiary of First Banks with and into FBA. A copy of this press release is attached as Exhibit 99.1 and a copy of the Agreement and Plan of Merger is attached as Exhibit 99.2. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. FIRST BANKS AMERICA, INC. By: /s/ James F. Dierberg -------------------------------------- James F. Dierberg Chairman of the Board of Directors and Chief Executive Officer September 24, 2002 (Principal Executive Officer) By: /s/ Allen H. Blake ---------------------------------- Allen H. Blake President and Chief Financial Officer September 24, 2002 (Principal Financial and Accounting Officer)