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 — October 27, 2005

(Date of earliest event reported)

 

 

PENN NATIONAL GAMING, INC.

 (Exact name of registrant as specified in its charter)

 

 

Pennsylvania

 

0-24206

 

23-2234473

(State or other jurisdiction
of incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification Number)

 

 

825 Berkshire Blvd., Suite 200, Wyomissing Professional Center, Wyomissing, PA

 

19610

(Address of principal executive offices)

 

(Zip Code)

 

 

Area Code (610) 373-2400

(Registrant’s telephone number)

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 to Form 8-K):

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 24.14a-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 40.13e-4(c))

 

 


 

Item 2.02                                             Results of Operations and Financial Condition.

 

On October 27, 2005, Penn National Gaming, Inc. (the “Company”) issued a press release announcing financial results for the three and nine months ended September 30, 2005 and conducted a conference call to discuss such financial results.  The full text of the press release is attached as Exhibit 99.1.

 

The information in Item 2.02 of this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01               Financial Statements and Exhibits.

(c)           Exhibits.

 

Exhibit No.             Description

 

99.1                                                                           Press release, dated October 27, 2005, issued by Penn National Gaming, Inc. announcing its financial results for the three and nine months ended September 30, 2005.

 

 

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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.

 

 

 

 

Dated: October 28, 2005

 

PENN NATIONAL GAMING, INC.

 

 

 

 

By:

  /s/ Robert S. Ippolito

 

 

Robert S. Ippolito

 

 

Vice President, Secretary and Treasurer

 

 

 

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EXHIBIT INDEX

 

Exhibit No.

Description

 

 

99.1

Press release, dated October 27, 2005, issued by Penn National Gaming, Inc. announcing its financial results for the three and nine months ended September 30, 2005.

 

 

 

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