Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On December 18, 2008, First Financial Bancorp. (the "Company") filed with the Ohio Secretary of State a Certificate of Amendment (the "Amendment") to the Company's Articles of Incorporation. The Amendment established a series of preferred stock as Fixed Rate Cumulative Perpetual Preferred Stock, Series A, without par value and having a liquidation preference of $1,000 per share (the "Series A Preferred Stock"), authorized 80,000 shares of Series A Preferred Stock, and set forth the powers, designations, and certain other preferences and relative, participating, optional and other special rights, and the qualifications, limitations and restrictions of the Series A Preferred Stock. The Amendment was effective immediately upon filing. A copy of the Amendment is included as an exhibit to this Report on Form 8-K and is incorporated by reference into this Item 5.03.
Item 9.01. Financial statements and exhibits.
(d) Exhibits. The following exhibit is filed herewith:
3.1 Certificate of Amendment, filed with the Ohio Secretary of State on December 18, 2008

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Form 8-K First Financial Bancorp.