exv4w13w2






EXHIBIT 4.13.2




Account
No. ___________________




ACCEPTANCE OF OFFER




     The undersigned hereby agrees
to purchase, at par, $____________ in aggregate principal amount of the
following securities (the “Securities”) of FNB Financial Services, LP (the “Company”) offered
pursuant to the Prospectus dated _____________, 2010 (as the same may be amended, modified or
supplemented, the “Prospectus”), receipt of which is hereby acknowledged:




	Security:  	
	 
		Nonnegotiable Subordinated Term Note (“Term Note”), Nonnegotiable Subordinated Daily Note
(“Daily Note”) or Nonnegotiable Subordinated Special Daily Note (“Special Daily Note”)





Term:





 






For Term Notes only; 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27, 30, 36, 48, 60, 84 or 120



Interest Rate:





 




Fixed for Term Notes; Initial for Daily Note or Special Daily Note




	 	 	 	 	 	 	 	 	 	 	 

	Registration Code:

	 	 	 	 
	 	Account Type:
	 	 	 	 
	 

	 	IN; JT; UTMA; ITF; POD
	 	 	 	 	 	P; B; O	 	 





The name(s) and address in which the Securities being purchased by the undersigned are to be
registered are as follows (all persons so named must execute this Acceptance of Offer):





	


 



 

 



 

 

 	 	
Soc. Sec. or E.I. No.


# _____________________

Telephone No. ___________________




EACH UNDERSIGNED HEREBY REPRESENTS AND WARRANTS THAT he/she has received a copy of the Prospectus.




EACH UNDERSIGNED HEREBY AGREES THAT ALL Securities purchased hereby, whether Term Notes, Daily
Notes or Special Daily Notes are subject to all the term and conditions including, without
limitation, subordination of the indebtedness evidenced thereby, as set forth in the Prospectus and
the Indenture dated as of August 16, 2005, by and among the Company, as Issuer, F.N.B. Corporation,
as Guarantor, and The Bank of New York Mellon (as successor to J.P. Morgan Trust Company, National
Association), as Trustee.



THIS SECURITY IS NOT A SAVINGS ACCOUNT OR AN OBLIGATION OF AN INSURED DEPOSITORY INSTITUTION AND IS
NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC).



By executing this ACCEPTANCE OF OFFER, I (we), under penalty of perjury, certify that: (1) the
number shown on this form is my (our) correct taxpayer identification number (T.I.N.) and (2) I
(we) am (are) not subject to backup withholding either because of (a) I (we) am (are) exempt from
backup withholding, or (b) I (we) have not been notified by the Internal Revenue Service that I
(we) am (are) subject to backup withholding as a result of a failure to report all interest or
dividends, or (c) the IRS has notified me (us) that I (we) am (are) no longer subject to backup
withholding. (If you have been notified by the IRS that you are subject to backup withholding,
delete the language in (2) above.), and (3) I (we) am (are) a U.S. person (including a U.S.
resident alien).




	 	 	 	 	 

	TERM NOTE INTEREST ELECTION (CHECK ONE)  	 	 
	 
	1. MONTHLY CHECK
	 	o	 	 
	2. QUARTERLY CHECK
	 	o	 	 
	 
	3. COMPOUND QUARTERLY

	 	o 	 	(This Purchase Agreement must be executed by all persons whose
names are to appear on the Securities purchased hereby)
	 
	4. MONTHLY DEPOSIT TO DAILY NOTE


	 	o	 	Date:

	 
	 	 	 	 
	 
	DAILY NOTE NUMBER ______________________
	 	 	 	 Opened By: ____________________________







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