**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**




**June
      28, 2007**




**Date
      of Report (Date of earliest event reported)**




**FNB
      Financial Services Corporation**


**(Exact
      name of registrant as specified in its charter)**




**Commission
      file number: 000-13086**







**North
                Carolina**
            **56-1382275****(State
                of incorporation)**
            **(I.R.S.
                Employer Identification No.)****1501
                Highwoods Boulevard, Suite 400****Greensboro,
                North Carolina**
            **27410****(Address
                of principal executive offices)**
            **(Zip
                Code)**




**(336)
      369-0900**


**(Registrant's
      telephone number,
      including area code)**




**Not
      Applicable**


**(Former
      address of principal executive offices)**





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):





o
      Written communications
      pursuant to Rule 425 under the Securities Act (17 CFR 230.425)





o
      Soliciting material
      pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)





o
      Pre-commencement
      communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
      240.14d-2(b))




o
      Pre-commencement
      communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
      240.13e-4(c))







**Item
                1.01.**
            **Entry
                into a Material Definitive
                Agreement.**




By
      resolution effective on June 28, 2007, the Boards of Directors of FNB Financial
      Services Corporation (the “Company”) and its subsidiary bank, FNB Southeast,
      approved an amendment to the FNB Financial Services Corporation Employees
      Pension Plan (the “Plan”) and an enhancement to the FNB Southeast 401(k)
      Retirement Plan (the “401(k) Plan”).  This action was taken to reduce
      pension expense in order to enhance the Company’s competitiveness in the
      marketplace.




Effective
      July 15, 2007, the Company will freeze benefit accrual and participation in
      the
      Plan except with respect to participants, who have attained age 55 and who
      have
      been credited with ten (10) or more years of benefit service (as defined in
      the
      Plan).  The Amendment to the Plan, which was signed on June 28, 2007,
      is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
      herein by reference.





Effective
      August 1, 2007, there will be an increase to the matching contribution in the
      401(k) Plan from the current matching contribution of 50% of the first 6% of
      employee deferrals (for a total possible matching contribution of 3% of
      compensation) to a safe harbor matching contribution of 100% of the first 3%
      of
      employee deferrals and 50% of the next 2% of employee deferrals (for a total
      possible matching contribution of 4% of compensation).  Amendment # 1
      FNB Southeast 401(k) Retirement Plan, which was also signed on June 28, 2007,
      is
      filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated
      herein by reference.







**Item
                9.01.**
            **Financial
                Statements and Exhibits.**




(d)
            Exhibits.




99.1
            Amendment
                to the FNB Financial Services Corporation Employees Pension
                Plan




99.2
            Amendment
                # 1 FNB Southeast 401(k) Retirement
                Plan




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.




Dated:  July
                2, 2007
            **FNB
                FINANCIAL SERVICES CORPORATION**
              
              
              
              By:
                /s/ K. Dwight Willoughby
              
              K.
                Dwight Willoughby
              Senior
                Vice President, Chief Accounting Officer and Controller





**EXHIBIT
      INDEX**




Exhibit
                  No.
              Description
                  of Exhibit99.1
              Amendment
                  to the FNB Financial Services Corporation Employees Pension
                  Plan99.2
              Amendment
                  # 1 FNB Southeast 401(k) Retirement
                  Plan