UNITED STATES 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): February 9, 2005 PENN NATIONAL GAMING, INC. (Exact name of registrant as specified in its charter) Pennsylvania 0-24206 23-2234473 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 825 Berkshire Blvd., Suite 200 Wyomissing Professional Center Wyomissing, PA 19610 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (610) 373-2400 Not applicable (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)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On February 9, 2005, Penn National Gaming, Inc. announced that it has called for redemption all $200 million in aggregate principal amount of its outstanding 11-1/8% Series B Senior Subordinated Notes due March 1, 2008. The redemption price is $1,055.63 per $1,000 principal amount, plus accrued and unpaid interest to the scheduled redemption date, which is March 10, 2005. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by this reference. Item 9.01. Financial Statements and Exhibits. (c) Exhibits Exhibit 99.1 Press Release, dated February 9, 2005, issued by Penn National Gaming, Inc. 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. PENN NATIONAL GAMING, INC. (Registrant) By: /s/ Robert S. Ippolito -------------------------- Date: February 9, 2005 Robert S. Ippolito Vice President, Secretary and Treasurer EXHIBIT INDEX Exhibit No. 99.1 Press Release, dated February 9, 2005, issued by Penn National Gaming, Inc.