<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM 8-K


                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



                Date of Report (Date of earliest event reported)
                                  October 27, 2000




                            CLASSIC BANCSHARES, INC.
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its Charter)


            Delaware                   0-27170                61-1289391
--------------------------------------------------------------------------------
(State or other jurisdiction  (Commission File No.)(IRS Employer Identification
of incorporation)                                                No.)



       344 17th Street, Ashland, Kentucky                           41101
------------------------------------------------------------------------------
  (Address of principal executive offices)                        (Zip Code)




       Registrant's telephone number, including area code: (606) 325-4789
                                                           --------------


                                       N/A
------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)
<PAGE>





Item 5.     Other Events

     On October 27,  2000,  the  Registrant  issued the press  release  attached
hereto as Exhibit 99 announcing its earnings for year-to-date October 27, 2000
and the declaration of a cash dividned.

     (a)     Exhibits

            99 Press release dated October 27, 2000.



<PAGE>




                                   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 thereunto duly authorized.

                                        CLASSIC BANCSHARES, INC.




Date: October 27, 2000                  By: /s/Lisah M. Frazier
     -----------------                  -------------------------------
                                        Lisah M. Frazier, Senior Vice President,
                                        Treasurer and Chief Financial
                                         Officer



<PAGE>





                                   EXHIBIT 99

<PAGE>






FOR IMMEDIATE RELEASE

  For Additional Information Contact:
  David B. Barbour, President and Chief Executive Officer
  Lisah M. Frazier, Senior Vice President, Treasurer and Chief Financial Officer
  (606) 325-4789
  Fax (606) 324-1307
  www.bank-anywhere.com

  CLASSIC BANCSHARES, INC. REPORTS A 20% INCREASE IN YEAR-TO-DATE EARNINGS PER
                       SHARE AND DECLARES A CASH DIVIDEND


         Ashland,  Kentucky,  -- October  27, 2000 -- Classic  Bancshares,  Inc.
(NASDAQ - CLAS) reported  adjusted cash net income (which excludes  amortization
of  goodwill)  of  $359,000  for the second  quarter  ended  September  30, 2000
compared to cash  adjusted  net income of $323,000  for the same period in 1999.
Cash-diluted  earnings per share were $.33 for the three months ended  September
30, 2000 compared to $.28 for the same period in 1999.  Adjusted cash net income
for the six months ended  September  30, 2000 was $705,000  compared to $621,000
for the same period in 1999.  Cash-diluted  earnings per share were $.65 for the
six months  ended  September  30,  2000  compared to $.54 for the same period in
1999.

         Net income for the second quarter ended September 30, 2000 was $295,000
or $.27 per diluted  share  compared to $261,000,  or $.22 per diluted share for
the same period in 1999. Net income for the six months ended  September 30, 2000
was  $578,000,  or $.53 per  diluted  share  compared to  $513,000,  or $.44 per
diluted share for the same period in 1999.

         Classic  Bancshares'  assets increased $6.4 million from $175.3 million
at March 31, 2000 to $181.7  million at September  30, 2000  primarily due to an
increase in loans. Loans increased $6.7 million from $127.8 million at March 31,
2000 to $134.5  million at September 30, 2000.  Deposits  increased $5.1 million
from $134.9  million at March 31, 2000 to $140.0  million at September 30, 2000.
The Company  experienced strong  transactional  deposit growth during the period
and was able to deploy  these funds  primarily  into higher  yielding  consumer,
commercial  real estate and  commercial  business  loans and to a lesser  extent
residential mortgage loans.

         The Company's  asset quality  remained  stable as total  non-performing
assets were .7% of total assets at September  30, 2000  compared to .6% at March
31, 2000.  The Company  recorded a provision for loan losses of $124,000 for the
six-month  period and had net  charge-offs  of $50,000 for the six-month  period
resulting in an allowance for loan losses of $1.4 million at September 30, 2000.
The  allowance at September  30, 2000 was equal to 155% of total  non-performing
loans, 114% of non-performing assets and 1.0% of total loans receivable.

         Senior Vice  President and Chief  Financial  Officer,  Lisah M. Frazier
stated  that,  "The  Company is on track for the fiscal  year  ending  2001.  We
continue  to  follow  our  strategic  plan of  targeted  growth  in the areas of
consumer and commercial  lending,  building a strong base of core  transactional
deposits  and  creating  new  opportunities  for  non-interest  income.  We also
continue to focus on improving overhead costs through continued consolidation of
the Company's operations. "

<PAGE>

         Net interest  income  increased to $1.6 million for the second  quarter
ended  September 30, 2000 compared to $1.5 million for the second  quarter ended
September 30, 1999.  The net interest  margin  decreased to 4.1% for the quarter
ended  September  30, 2000  compared  to 4.4% for the same  period in 1999.  Net
interest  income  increased  $247,000 to $3.2  million for the six months  ended
September 30, 2000 compared to $2.9 million for the same period in 1999. The net
interest  margin  decreased to 4.1% for the six months ended  September 30, 2000
compared  to 4.3% for the same  period in 1999.  The  increase  in net  interest
income was due to an increase  in interest  income as a result of an increase in
the average volume of loans and the  origination of higher yielding loans offset
by an increase in interest expense due to rising interest rates.

         Non-interest  income was $256,000 for the quarter  ended  September 30,
2000 compared to $214,000 for the quarter ended September 30, 1999. Non-interest
income was  $511,000  for the six months ended  September  30, 2000  compared to
$405,000  for the six months  ended  September  30,  1999.  Non-interest  income
increased  primarily  due to an increase in fees and service  charges on deposit
accounts.  The increase in fees and service charges on deposits is the result of
increased product  offerings,  an increased deposit base and aggressive  pricing
strategies.

         Non-interest  expense was $1.4 million for the quarter ended  September
30,  2000 and 1999.  Non-interest  expense  was $2.8  million for the six months
ended  September  30, 2000 compared to $2.6 million for the same period in 1999.
Non-interest expenses increased primarily due to the cost of increased marketing
and advertising efforts of the Company.

         Stockholders'  equity was $19.6  million at September 30, 2000 compared
to $19.0 million at March 31, 2000.

     Classic  Bancshares,  Inc.  also  announced  that  the  Company  will pay a
quarterly  cash  dividend  of $.08 per share.  The  dividend  will be payable on
November 13, 2000 to shareholders of record on October 30, 2000.

         Classic Bancshares,  Inc. is headquartered in Ashland, Kentucky and has
two subsidiaries,  Classic Bank and First National Bank of Paintsville.  Classic
Bank operates at 344  Seventeenth  Street,  Ashland,  Kentucky with three branch
offices  located in Boyd,  Greenup and Carter  counties.  First National Bank of
Paintsville operates at 240 Main Street,  Paintsville,  Kentucky with one branch
office located in Johnson County.

         When used in this press release,  the words or phrases "should result,"
"will likely  result",  "are expected to", "will  continue",  "is  anticipated",
"estimate",   "project"  or  similar   expressions   are  intended  to  identify
"forward-looking  statements"  within  the  meaning  of the  Private  Securities
Litigation  Reform Act of 1995. Such statements are subject to certain risks and
uncertainties,  including changes in economic  condition in the Company's market
area,  changes in  policies by  regulatory  agencies,  fluctuations  in interest
rates, demand for loans in the Company's market area and competition, that could
cause actual results to differ  materially  from  historical  earnings and those
presently anticipated or projected. The Company wishes to caution readers not to
place undue reliance on such forward-looking statements,  which speak only as of
the date made.  The Company  wishes to advise  readers  that the factors  listed
could affect the Company's  financial  performance and could cause the Company's
actual  results for future  periods to differ  materially  from any  opinions or
statements expressed with respect to future periods in any current statements.

         The  Company   does  not   undertake-and   specifically   declines  any
obligation-to  publicly release the result of any revisions which may be made to
any forward-looking statements to reflect events or circumstances after the date
of such statements or to reflect the occurrence of anticipated or  unanticipated
events.

<PAGE>



SELECTED FINANCIAL DATA


     The  following  table  sets  forth  selected   financial  data  of  Classic
Bancshares,  Inc. as of September  30, 2000 and March 31, 2000 and for the three
and    six     months     ended     September     30,     2000     and     1999.
<TABLE>

                                                                       Sept. 30,               March 31,
                                                                         2000                    2000
                                                                                (In Thousands)
<S>                                                                     <C>                      <C>
Selected Financial Condition Data:
==================================
Total Assets                                                            $181,734                $175,254
Cash and other interest bearing deposits
  with other financial institutions                                        5,173                   5,354
Loans receivable, net                                                    134,474                 127,808
Investment securities:
  Available for Sale                                                      25,700                  25,135
Mortgage-backed securities:
  Available for Sale                                                       3,060                   3,230
Goodwill                                                                   5,681                   5,809
Deposits                                                                 139,982                 134,897
Federal funds purchased and securities sold under
  Agreement to repurchase                                                  3,213                   2,688
FHLB advances                                                             17,056                  17,075
Stockholders' Equity, subject to certain restrictions                     19,552                  18,999
</TABLE>



<TABLE>

                                                                Three Months Ended                    Six Months Ended
                                                                   September 30,                       September 30,
                                                                   ============                        ============
                                                              2000              1999              2000             1999
                                                              ====              ====              ====             ====
                                                                                    (In Thousands)
<S>                                                           <C>               <C>               <C>               <C>
Selected Operations Data:
=========================
Total interest income                                        $3,432            $2,995             $6,742           $5,694
Total interest expense                                        1,852             1,455              3,552            2,751
                                                             ======            ======             ======           ======
  Net interest income                                         1,580             1,540              3,190            2,943
Provision for loan losses                                        55                53                124               88
                                                             ======            ======             ======           ======
  Net interest income after provision
  for losses on                                               1,525             1,487              3,066            2,855
                                                             ======            ======             ======           ======
Fees and service charges                                        220               170                437              319
(Loss) gain on sale of securities                               ---                (3)               ---               (3)
Other noninterest income                                         36                47                 74               89
                                                             ======            ======             ======           ======
  Total noninterest income                                      256               214                511              405
  Total noninterest expense                                   1,401             1,364              2,825            2,603
                                                             ======            ======             ======           ======
Income before income taxes                                      380               337                752              657
Income tax expense (benefit)                                     85                76                174              144
                                                             ======            ======             ======           ======
  Net income                                                 $  295            $  261             $  578           $  513
                                                             ======            ======             ======           ======
Amortization of goodwill                                         64                62                127              108
                                                             ======            ======             ======           ======
Adjusted cash net income                                     $  359            $  323             $  705           $   62
                                                             ======            ======             ======           ======

Basic earnings per share                                      $0.27             $0.23              $0.53            $0.45
Adjusted cash basic earnings per share*                       $0.33             $0.29              $0.65            $0.55
Fully diluted earnings per share                              $0.27             $0.22              $0.53            $0.44
Adjusted cash fully diluted earnings per share*               $0.33             $0.28              $0.65            $0.54
</TABLE>

* - Adjusted to exclude amortization of goodwill
<PAGE>
<TABLE>
                                                                  At or for the                         At or for the
                                                                Three Months Ended                    Six Months Ended
                                                                   September 30,                        September 30,
                                                                   ============                         ============
                                                              2000              1999              2000             1999
                                                              ====              ====              ====             ====
<S>                                                           <C>                <C>               <C>              <C>
Other Data:
==========
Return on average assets (ratio of annualized
   net income to total average assets)                         .7%               .6%              .6%               .6%
Return on average equity (ratio of annualized
    net income to total average equity)                       6.1               5.4              6.0               5.2
Net interest margin** (FTE)                                   4.1               4.4              4.1               4.3
Non-performing assets to total assets                         0.7               0.6              0.7               0.6
Allowance for loan losses to non-performing loans           154.5             168.2            154.5             168.2
Allowance for loan losses to loans receivable, net            1.0               1.0              1.0               1.0
Adjusted non-interest expenses/ Total revenues***            69.4              69.7             69.5              70.6
Book value per share                                       $16.78            $15.65           $16.78            $15.65
Tangible book value per share                              $11.90            $10.93           $11.90            $10.93
Total shares outstanding                                1,165,256         1,232,500        1,165,256         1,232,500
Number of full service offices                                  6                 6                6                 6
Number of ATM locations                                        14                14               14                14
</TABLE>

==========================
**    Net interest income (FTE) annualized divided by average earning assets.
***   Adjusted non-interest expense excludes amortization of goodwill
      Total revenues = Net interest income (FTE) + non-interest income