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) August 1, 2007
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BANCFIRST CORPORATION
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(Exact name of registrant as specified in its charter)
Oklahoma 0-14384 73-1221379
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
101 N Broadway, Oklahoma City, OK 73102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (405) 270-1086
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(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 (see General Instruction A.2. below):
|_| 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))
|X| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
The Board of Directors of BancFirst Corporation approved the initiation of a
modified "Dutch Auction" tender offer to purchase up to 500,000 shares of its
outstanding common stock. Reference is made to the news release filed at Exhibit
99(i) to this Form 8-K and incorporated herein by reference.
Important Information Regarding Tender Offer
The announcement contained in the press release is not a recommendation, an
offer to purchase or a solicitation of an offer to sell shares of the Company's
stock. The Company has not commenced the tender offer described in the
announcement. Upon commencement of the tender offer, the Company will file with
the Securities and Exchange Commission a tender offer statement on Schedule TO
and related exhibits, including the offer to purchase, letter of transmittal,
and other related documents. Shareholders should read the offer to purchase, the
tender offer statement on Schedule TO and related exhibits when such documents
are filed and become available, as they will contain important information about
the tender offer. Shareholders can obtain these documents when they are filed.
These documents will be available free of charge on the Securities and Exchange
Commission's website at www.sec.gov, or from our Information Agent, MacKenzie
Partners Inc., by writing to 105 Madison Avenue, New York, New York 10016 or
proxy@mackenziepartners.com, or by calling toll free (800) 322-2885.
Exhibit 99.1 Text of Press Release, dated August 1, 2007 issued by BancFirst
Corporation titled "BancFirst Corporation Announces Dutch Auction Self-Tender
Offer For Up To 500,000 Shares".
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.
BancFirst Corporation
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(Registrant)
August 1, 2007
/s/ Joe T. Shockley, Jr.
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Joe T. Shockley, Jr.
(Principal Financial Officer)