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                                  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

        Date of Report (Date of earliest event reported) October 18, 2005

                             FIRST BUSEY CORPORATION
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             (Exact name of registrant as specified in its charter)

               Nevada                  0-15959                37-1078406
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   (State or other jurisdiction      (Commission           (I.R.S. Employer
         of incorporation)           File Number)         Identification No.)

        (Address of principal executive offices)                (Zip Code)

        Registrant's telephone number, including area code (217) 365-4513


         --------------------------------------------------------------
         (Former name or former address, if changed since last report.)

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:

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

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

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

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

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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On Tuesday, October 18, 2005, the Registrant issued a press release disclosing financial results for the quarter ended September 30, 2005. The press release is made part of this Form and is attached as Exhibit 99.1. The press release made a part of this Form includes forward looking statements that are intended to be covered by the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward looking statements include but are not limited to comments with respect to the objectives and strategies, financial condition, results of operations and business of the Registrant. These forward looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, and the risk that predictions and other forward looking statements will not be achieved. The Registrant cautions you not to place undue reliance on these forward looking statements as a number of important factors could cause actual future results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward looking statements. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit 99.1 Press release dated October 18, 2005.

SIGNATURE 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. Date: October 18, 2005 FIRST BUSEY CORPORATION By: /s/ Barbara J. Harrington -------------------------- Name: Barbara J. Harrington Title: Chief Financial Officer

EXHIBIT INDEX 99.1 Press Release, dated October 18, 2005.

                                                                    Exhibit 99.1

 FIRST BUSEY CORPORATION EARNINGS RELEASE FOR QUARTER ENDING SEPTEMBER 30, 2005

                 URBANA, Ill., Oct. 18 /PRNewswire-FirstCall/ --

                              FINANCIAL HIGHLIGHTS

    The financial results of First Busey Corporation (Nasdaq: BUSE) for the
first nine months of 2005 substantiate my continued enthusiasm about the future
of your organization, my continuing role as Chief Executive Officer, and the
strides we are making towards achieving Vision 2010.

    On July 29th, we completed the acquisition of Tarpon Coast Bancorp, and its
subsidiary bank, Tarpon Coast National Bank. Tarpon is headquartered in Port
Charlotte, Florida, with four branches in Charlotte and Sarasota Counties.
Subject to the receipt of regulatory approval, we anticipate merging Busey Bank
Florida with Tarpon to form Busey Bank, National Association, a national bank
with total assets in excess of $400 million. Our position in the high growth
market of Southwest Florida, combined with our strong market presence in Central
Illinois, makes for a dynamic time for the Busey Organization. I take a great
deal of "PRIDE" in leading the charge!

    Net income increased $1,775,000 or 30.7% to $7,559,000 for the quarter ended
September 30, 2005, as compared to $5,784,000 for the comparable period in 2004.
For the quarter ended September 30, 2005, earnings per share on a fully-diluted
basis were $0.36, an increase of $0.08 or 28.6% from $0.28 for the comparable
period in 2004. On a year-to-date basis, net income increased $3,686,000 or
22.1% to $20,371,000, as compared to $16,685,000 for the comparable period in
2004. For the nine-month period ended September 30, 2005, earnings per share on
a fully-diluted basis were $0.98, an increase of $0.17 or 21.0% from $0.81 for
the comparable period in 2004.

    Net interest income increased $3,630,000 or 24.5% to $18,474,000 in the
third quarter of 2005 compared to $14,844,000 in the comparable quarter in 2004.
Interest income increased $7,164,000 during the third quarter of 2005 compared
to the same period in 2004 due primarily to loan growth and higher yields on
outstanding loans. Interest expense increased $3,534,000 or 41.9% to $11,971,000
during the third quarter of 2005 compared to the same period in 2004 due to
growth in deposits and other funding sources combined with higher interest rates
on deposits.

    Provision for loan losses was $650,000 during the third quarter of 2005
compared to $1,240,000 during the comparable period in 2004 due to lower credit
losses. The allowance for loan losses expressed as a percentage of total loans
was 1.32% and 1.27% as of September 30, 2005 and 2004, respectively.

    Non-interest income was $6,118,000 during the third quarter of 2005, which
represents an increase of $97,000 or 1.6% from non-interest income of $6,021,000
during the third quarter of 2004. The Corporation recognized a net loss of
$106,000 during the third quarter of 2005 from the sale of investment securities
compared to a net gain of $402,000 during the comparable period in 2004. The
Corporation recognized the losses in 2005 in an effort to reposition the
investment portfolio for better performance under the current interest rate
environment and to restructure maturities of certain securities to better meet
the liquidity needs of the organization.

    Non-interest expense increased $2,013,000 or 18.1% to $13,163,000 during the
third quarter of 2005, as compared to $11,150,000 during the comparable prior
year period due primarily to increased operating costs associated with the
addition of Tarpon Coast National Bank. Data processing expenses were lower
during the third quarter of 2005 compared to the same period in 2004 due to
efficiencies gained in the May 2005 merger of First Capital Bank into Busey
Bank.

FINANCIAL SUMMARY Three Months Ended Nine Months Ended September 30, September 30, --------------------------- --------------------------- 2005 2004 2005 2004 ------------ ------------ ------------ ------------ (in thousands, except per share data) Earnings & Per Share Data Net income $ 7,559 $ 5,784 $ 20,371 $ 16,685 Basic earnings per share 0.36 0.28 0.99 0.82 Fully diluted earnings per share 0.36 0.28 0.98 0.81 Dividends per share 0.14 0.13 0.42 0.38 Average Balances Assets $ 2,154,818 $ 1,913,380 $ 2,049,798 $ 1,685,603 Investment securities 316,687 286,688 318,090 243,273 Loans 1,663,366 1,473,532 1,567,303 1,322,833 Earning assets 1,997,671 1,777,575 1,906,871 1,574,597 Deposits 1,713,591 1,510,088 1,628,218 1,350,327 Stockholders' equity 153,831 131,085 144,856 128,501 Performance Ratios Return on average assets 1.39% 1.20% 1.33% 1.32% Return on average equity 19.50% 17.51% 18.80% 17.36% Net interest margin 3.75% 3.39% 3.72% 3.52% Efficiency ratio 51.09% 52.61% 50.95% 52.27% Loan Performance Net credit losses $ 357 $ 850 $ 570 $ 1,064 Accruing loans 90+ days past due 913 1,215 913 1,215 Non-accrual loans 1,656 947 1,656 947 Foreclosed assets 222 4,930 222 4,930

CONSOLIDATED BALANCE SHEETS (unaudited) September 30, ---------------------------- 2005 2004 ------------ ------------ (in thousands except per share data) Assets Cash and due from banks $ 59,826 $ 61,917 Federal funds sold 56,541 50,650 Investment securities 333,444 298,362 Loans 1,709,182 1,468,259 Less allowance for loan losses (22,620) (18,703) Net loans 1,686,562 1,449,556 Premises and equipment, net 36,994 26,179 Goodwill and other intangibles 60,134 35,895 Other assets 44,071 42,939 Total assets $ 2,277,572 $ 1,965,498 Liabilities & Stockholders' Equity Non-interest bearing deposits $ 256,933 $ 185,723 Interest-bearing deposits 1,566,561 1,372,923 Total deposits $ 1,823,494 $ 1,558,646 Federal funds purchased & securities sold under agreements to repurchase 43,034 39,025 Short-term borrowings 5,991 11,250 Long-term debt 175,501 171,796 Junior subordinated debt owed to unconsolidated trusts 50,000 40,000 Other liabilities 14,362 10,147 Total liabilities $ 2,112,382 $ 1,830,864 Common stock $ 22 $ 6,291 Common stock to be issued 495 - Surplus 44,435 21,447 Retained earnings 126,150 111,244 Other comprehensive income 7,296 9,056 Treasury stock (10,745) (10,529) Unearned ESOP shares (2,456) (2,853) Deferred compensation for stock grants (7) (22) Total stockholders' equity $ 165,190 $ 134,634 Total liabilities & stockholders' equity $ 2,277,572 $ 1,965,498 Per Share Data Book value per share $ 7.70 $ 6.54 Tangible book value per share $ 4.89 $ 4.80 Ending number of shares outstanding 21,462,876 20,577,751

CONSOLIDATED STATEMENTS OF INCOME (unaudited) Three Months Ended Nine Months Ended September 30, September 30, --------------------------- --------------------------- 2005 2004 2005 2004 ------------ ------------ ------------ ------------ (in thousands, except common share data) Interest and fees on loans $ 27,670 $ 21,088 $ 75,453 $ 55,804 Interest on investment securities 2,640 2,128 7,682 5,552 Other interest income 135 65 358 93 Total interest income $ 30,445 $ 23,281 $ 83,493 $ 61,449 Interest on deposits $ 8,929 $ 5,961 $ 23,375 $ 14,858 Interest on short-term borrowings 324 189 905 352 Interest on long-term debt 1,785 1,572 4,837 3,803 Junior subordinated debt owed to unconsolidated trusts 933 715 2,492 1,936 Total interest expense $ 11,971 $ 8,437 $ 31,609 $ 20,949 Net interest income $ 18,474 $ 14,844 $ 51,884 $ 40,500 Provision for loans losses 650 1,240 2,765 2,320 Net interest income after provision $ 17,824 $ 13,604 $ 49,119 $ 38,180 Trust fees $ 1,366 $ 1,211 $ 4,277 $ 4,002 Commissions and brokers' fees 628 578 1,679 1,774 Fees for customer services 2,684 2,632 7,536 7,353 Gain on sale of loans 920 703 1,932 1,984 Net security (losses) gains (106) 402 306 1,090 Other 626 495 1,907 1,546 Total non-interest income $ 6,118 $ 6,021 $ 17,637 $ 17,749 Salaries and wages $ 6,062 $ 5,229 $ 16,697 $ 14,353 Employee benefits 1,332 924 3,711 3,160 Net occupancy expense 1,255 1,081 3,323 2,898 Furniture and equipment expense 852 649 2,278 1,772 Data processing expense 429 529 1,496 1,417 Amortization expense 334 201 724 435 Other operating expenses 2,899 2,537 8,335 6,778 Total non-interest expense $ 13,163 $ 11,150 $ 36,564 $ 30,813 Income before income taxes $ 10,779 $ 8,475 $ 30,192 $ 25,116 Income taxes 3,220 2,691 9,821 8,431 Net Income $ 7,559 $ 5,784 $ 20,371 $ 16,685 Common Share Data Basic earnings per share $ 0.36 $ 0.28 $ 0.99 $ 0.82 Fully-diluted earnings per share $ 0.36 $ 0.28 $ 0.98 $ 0.81 Average shares outstanding 21,130,157 20,500,424 20,745,085 20,493,753

CORPORATE PROFILE First Busey Corporation is a financial holding company headquartered in Urbana, Illinois. First Busey Corporation has three wholly-owned banking subsidiaries with locations in three states. Busey Bank is headquartered in Urbana, Illinois, and has twenty-one banking centers serving Champaign, McLean, Ford, Peoria, and Tazewell Counties in Illinois. Busey Bank also has a banking center in Indianapolis, Indiana, and a loan production office in Ft. Myers, Florida. As of September 30, 2005, Busey Bank had total assets of $1.8 million. Busey Bank Florida is a federal thrift headquartered in Ft. Myers, Florida, with two additional banking centers in Cape Coral, Florida. Total assets of Busey Bank Florida were $242 million as of September 30, 2005. On July 29, 2005, First Busey Corporation completed the acquisition of Tarpon Coast Bancorp, Inc. and its primary subsidiary, Tarpon Coast National Bank. Tarpon Coast National Bank has four banking centers located in Charlotte and Sarasota Counties in southwest Florida. Tarpon Coast National Bank had total assets of $177 million as of September 30, 2005. Busey also provides electronic delivery of financial services through Busey e-bank, http://www.busey.com . Busey Investment Group is a wholly-owned subsidiary of First Busey Corporation and owns three subsidiaries. First Busey Trust & Investment Co. specializes in asset management and trust services. First Busey Securities, Inc. (member NASD/SIPC) is a full-service broker/dealer subsidiary. Busey Insurance Services, Inc. provides personal insurance products and specializes in long-term healthcare insurance. Busey Investment Group has approximately $2.2 billion in assets under care. First Busey Corporation common stock is traded on the Nasdaq National Market under the symbol "BUSE." First Busey Corporation has a repurchase program in effect under which it is authorized to purchase up to 750,000 shares of stock. SOURCE First Busey Corporation -0- 10/18/2005 /CONTACT: Barbara J. Kuhl, President & COO of First Busey Corporation, +1-217-365-4513/ /First Call Analyst: / /FCMN Contact: / /Web site: http://www.busey.com / (BUSE)