Sec Form 4 Filing - TICE GARY L @ FNB CORP/FL/ - 2003-11-05

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person TICE GARY L 2. Issuer Name and Ticker or Trading Symbol FNB CORP/FL/ [ FBAN] 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 (Last) (First) (Middle) 2150 GOODLETTE ROAD NORTH 3. Date of Earliest Transaction (MM/DD/YY) 11/05/2003 (Street) NAPLES, FL34102 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 11/05/2003 F 1,186 D $ 33.58 97,788.1997 D Common Stock 11/05/2003 M 4,796 A $ 8.31 102,584.1997 D Common Stock 720.491( 1 ) I By Wife Common Stock 4,094.331( 2 ) I By Trust (Deferred Plan)

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Options (Granted 11/15/1993) $ 8.31 11/05/2003 M 4,796.038 ( 3 ) 11/15/2003 Common Stock 4,796.038( 4 ) ( 5 ) 0 D Stock Options (Granted 01/18/1998) $ 25.98 ( 6 ) 01/18/2008 Common Stock 43,544 43,544( 4 ) D Stock Options (Granted 01/24/1999) $ 20.03 ( 6 ) 01/24/2009 Common Stock 44,114 44,114( 4 ) D Stock Options (Granted 04/29/1999) $ 18.85 04/30/2000 04/29/2009 Common Stock 428.831 428.831( 4 ) D Stock Options (Granted 01/23/2000) $ 19.26 ( 6 ) 01/23/2010 Common Stock 46,994 46,994( 4 ) D Stock Options (Granted 01/23/2000) $ 19.26 01/24/2001 01/23/2010 Common Stock 1,401.479 1,401.479( 4 ) D Stock Options (Granted 01/22/2001) $ 19.68 ( 6 ) 01/22/2011 Common Stock 81,810 81,810( 4 ) D Stock Options (Granted 01/22/2001) $ 19.68 01/23/2002 01/22/2011 Common Stock 1,546.587 1,546.587( 4 ) D Stock Options (Granted 01/20/2002) $ 24.4 ( 6 ) 01/20/2012 Common Stock 61,477 61,477( 4 ) D Stock Options (Granted 01/20/2002) $ 24.4 01/21/2003 01/20/2012 Common Stock 1,332.923 1,332.923( 4 ) D Stock Options (Granted 01/20/2003) $ 25.92 ( 6 ) 01/20/2013 Common Stock 62,683 62,683( 4 ) D Stock Options (Granted 01/20/2003) $ 25.92 01/21/2004 01/20/2013 Common Stock 2,299.5 2,299.5( 4 ) D Common Stock Equivalent ( 7 ) ( 8 ) ( 9 ) Common Stock 3,171.3364 3,171.3364( 10 ) I Interest in Plan

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other TICE GARY L 2150 GOODLETTE ROAD NORTH NAPLES, FL34102 X President & CEO Signatures /s/ Gary L. Tice 11/06/2003 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 33.808 shares acquired as a result of a 5% stock dividend on 05/30/2003 and 15.812 shares acquired under the F.N.B. Corporation Dividend Reinvestment Plan. ( 2 )Includes 192.122 shares acquired as a result of a 5% stock dividend on 05/30/2003 and 89.85 shares acquired under the F.N.B. Corporation Dividend Reinvestment Plan. ( 3 )Options vest 10% on grant date and an additional 10% as of each successive anniversary of grant date until fully vested. ( 4 )Represents change in exercise price and number of shares obtainable upon exercise due to a 5% stock dividend on 05/30/2003. ( 5 )The price of the derivative security does not apply to this transaction. ( 6 )Options vest over a five year period, 20% each year on anniversary of grant date. ( 7 )The price is to be determined at retirement when the reporting person receives these shares. The price will be based on the average of the bid and ask prices at the time of the individual???s retirement. ( 8 )There is no exercisable date on these shares. These shares represent credit under supplemental retirement plan for employer matching contributions which reporting person was prevented from receiving under exempt 401(k) Plan. These shares are received at retirement. ( 9 )There is no expiration date on these shares. These shares represent credit under supplemental retirement plan for employer matching contributions which reporting person was prevented from receiving under exempt 401(k) Plan. These shares are received at retirement. ( 10 )Includes 148.8114 shares acquired as a result of a 5% stock dividend on 05/30/2003 and 69.7617 shares acquired under the F.N.B. Corporation Dividend Reinvestment Plan.

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).

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