 
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 – January 21, 2004
 
Sun Bancorp,
Inc.
(Exact Name of Registrant as Specified in its Charter)
 
  Pennsylvania

  0-14745

  23-2233584

  (State of Other Jurisdiction

  of Incorporation)

  (Commission

  File Number)

  (IRS Employer

  Identification Number)

  155 North 15th Street

  Lewisburg, Pennsylvania

  17837

  (Address of Principal Executive Offices)

  (Zip Code)

  Registrant’s Telephone Number (Including Area Code)  (570)
  523-4300

  N/A

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

  Item
  1.

  Changes
  in Control of Registrant

  Not
  Applicable

  Item
  2.

  Acquisition
  or Disposition of Assets.

  Not
  Applicable

  Item
  3.

  Bankruptcy
  or Receivership.

  Not
  Applicable

  Item
  4.

  Changes
  in Registrant’s Certifying Accountant.

  Not
  Applicable.

  Item
  5.

  Other
  Events.

  Not Applicable.

  Item
  6.

  Resignations
  of Registrant’s Directors.

  Not
  Applicable.

  Item
  7.

  Financial
  Statements and Exhibits.

  Exhibits:

  99.1         Press Release of Registrant,
  Sun Bancorp, Inc., dated January 21, 2004, regarding the financial performance
  of the Registrant for the three and twelve months ended December 31, 2003.

  99.2         Sun Bancorp, Inc. Quarterly Financial Data Supplement.

  Item
  8.

  Change
  in Fiscal Year.

  Not
  Applicable.

  Item
  9.

  Regulation
  FD Disclosure.

  Not
  Applicable.

  Item
  10.

  Amendments
  to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of
  Ethics.

  Not
  Applicable.

2

  Item
  11.

  Temporary Suspension of Trading under
  Registrant’s Employee Benefit Plans.

  Not
  Applicable.

  Item
  12.

  Results of Operations and Financial
  Condition.

  On January 21, 2004, Sun Bancorp, Inc.
  announced its results of operations for the three and twelve months ended
  December 31, 2003.  A copy of the
  related press release is being filed as Exhibit 99.1 to this Form 8-K and is
  incorporated herein by reference in its entirety.  In addition, a copy of the Sun Bancorp, Inc. Quarterly
  Financial Data is being filed as Exhibit 99.2 to this Form 8-K and is
  incorporated herein by reference in its entirety.

  This information is furnished pursuant to
  Item 9, “Regulation FD Disclosure” and Item 12, “Results of Operations and
  Financial Condition."

3

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.
 
  SUN BANCORP, INC.

  (Registrant)

  Dated:  January 21, 2004

  /s/ Robert J. McCormack

  Robert J. McCormack

  President & Chief Executive Officer

  (Principal Executive Officer)

  Dated:  January 21, 2004

  /s/ Wilmer D. Leinbach

  Wilmer D. Leinbach

  Exec. VP & Chief Financial Officer

  (Principal Financial Officer)

4

Exhibit Index
 
  99.1         Press Release of Registrant,
  Sun Bancorp, Inc., dated January 21, 2004, regarding the financial
  performance of the Registrant for the three and twelve months ended December
  31, 2003.

  99.2         Sun Bancorp, Inc. Quarterly Financial Data Supplement.

5

Pennsylvania	0-14745	23-2233584
(State of Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

155 North 15^th Street Lewisburg, Pennsylvania		17837
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number (Including Area Code) (570) 523-4300

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

Item 1.		Changes in Control of Registrant

		Not Applicable

Item 2.		Acquisition or Disposition of Assets.

		Not Applicable

Item 3.		Bankruptcy or Receivership.

		Not Applicable

Item 4.		Changes in Registrant’s Certifying Accountant.

		Not Applicable.

Item 5.		Other Events.

		Not Applicable.

Item 6.		Resignations of Registrant’s Directors.

		Not Applicable.

Item 7.		Financial Statements and Exhibits.

		Exhibits:

		99.1 Press Release of Registrant, Sun Bancorp, Inc., dated January 21, 2004, regarding the financial performance of the Registrant for the three and twelve months ended December 31, 2003.

		99.2 Sun Bancorp, Inc. Quarterly Financial Data Supplement.

Item 8.		Change in Fiscal Year.

		Not Applicable.

Item 9.		Regulation FD Disclosure.

		Not Applicable.

Item 10.		Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics.

		Not Applicable.

Item 11.		Temporary Suspension of Trading under Registrant’s Employee Benefit Plans.

		Not Applicable.

Item 12.		Results of Operations and Financial Condition.

		On January 21, 2004, Sun Bancorp, Inc. announced its results of operations for the three and twelve months ended December 31, 2003. A copy of the related press release is being filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety. In addition, a copy of the Sun Bancorp, Inc. Quarterly Financial Data is being filed as Exhibit 99.2 to this Form 8-K and is incorporated herein by reference in its entirety.

		This information is furnished pursuant to Item 9, “Regulation FD Disclosure” and Item 12, “Results of Operations and Financial Condition."

	SUN BANCORP, INC.
	(Registrant)

Dated: January 21, 2004	/s/ Robert J. McCormack
	Robert J. McCormack
	President & Chief Executive Officer
	(Principal Executive Officer)


Dated: January 21, 2004	/s/ Wilmer D. Leinbach
	Wilmer D. Leinbach
	Exec. VP & Chief Financial Officer
	(Principal Financial Officer)

SUN BANCORP INC 8-K