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)        January 18, 2005


                        Lakeland Financial Corporation
            (Exact name of Registrant as specified in its charter)


            Indiana                     0-11487              35-1559596
  (State or other jurisdiction      (Commission file      (I.R.S. Employer
        of incorporation)                Number)       Identification Number)


    202 East Center Street, P.O. Box 1387, Warsaw, Indiana        46581-1387
              (Address of principal executive offices)            (Zip Code)


                                (574) 267-6144
             (Registrant's telephone number, including area code)


                                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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act
      (17 CFR 230.425)
[  ]  Solicitation 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 2.02. Results of Operations and Financial Condition On January 18, 2005, Lakeland Financial Corporation issued a press release announcing its earnings for the year ended December 31, 2004. The news release is attached as Exhibit 99.1. Item 9.01. Financial Statements and Exhibits (c) Exhibits 99.1 Press Release dated January 18, 2005

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. LAKELAND FINANCIAL CORPORATION Dated: January 18, 2005 By: /s/David M. Findlay David M. Findlay Chief Financial Officer

                                 Exhibit 99.1

FOR IMMEDIATE RELEASE                    Contact:  David M. Findlay
                                                   Executive Vice President -
                                                   Administration and
                                                   Chief Financial Officer
                                                   (574) 267-9197

               17th CONSECUTIVE YEAR OF RECORD EARNINGS REPORTED
                      FOR LAKELAND FINANCIAL CORPORATION

     Warsaw,  Indiana  (January  18,  2005) - Lakeland  Financial  Corporation
(Nasdaq/LKFN),  parent company of Lake City Bank,  today  reported  record net
income of $14.5  million for the year ended  December 31, 2004, an increase of
5% versus  $13.9  million for 2003.  Diluted net income per share for the year
ended  December 31, 2004 was $2.40  versus $2.31 for 2003,  an increase of 4%.
Net income for the fourth quarter of 2004 was $3.7 million versus $3.0 million
for the comparable  period of 2003, an increase of 25%. Diluted net income per
share was $0.62 for the fourth  quarter  of 2004,  an  increase  of 24% versus
$0.50 in the comparable period of 2003.

     Michael L.  Kubacki,  Chairman,  President and Chief  Executive  Officer,
commented,  "The Lake City Bank team has delivered  record income  performance
for the 17th  consecutive  year.  We are very  pleased  with the  momentum our
business built during the second half of 2004 and are excited by our prospects
for 2005.  Total  loans  exceeded  $1 billion  with new loan  activity of $132
million during the year, an increase of 15% versus 2003."

     Kubacki  continued,  "We  experienced  strong loan growth in every region
this year,  reflecting  the great job that our retail and  commercial  lending
teams are  doing in  expanding  our  market  penetration  in both  mature  and
emerging  markets.  Our  performance  in the  Fort  Wayne  area,  where  total
commercial  loans grew by more than 30% in 2004, is reflective of our success.
In every region we've worked hard to build on our  reputation as a thoughtful,
relationship  oriented  lender.  We are  proud  that  our  clients  view us as
long-term  partners  in  building  their  businesses,  not  just a  source  of
capital."

     Driven by loan growth,  net interest income increased to $42.8 million in
2004 versus $42.2  million in 2003.  The net interest  margin of 3.60% for the
year was  down  from  3.82% in 2003.  "Recent  interest  rate  increases  have
resulted in an improved net interest margin during the second half of 2004. If
this improving net interest margin  continues and we maintain our healthy loan
growth, we expect continued  improvement in net interest income performance in
2005," added Kubacki.

     The Company also  announced  that the Board of Directors  approved a cash
dividend  for the fourth  quarter of $0.21 per share,  payable on January  25,
2005 to  shareholders  of record on January 10, 2005.  The quarterly  dividend
represents an 11% increase over the quarterly dividend of $0.19 paid in 2003.

     Noninterest  income excluding mortgage sales gains increased by 4% during
2004 versus 2003.  Leading the improvement  were a $645,000  increase in trust
and brokerage  fees,  which  increased 27%, and a $472,000  increase in credit
card fees,  which  increased  27%. Net gains on the sale of mortgages held for
sale were $987,000 during 2004 versus $3.0 million 2003.

     Kubacki  observed,   "By  building  upon  our  reputation  as  a  leading
commercial and retail bank, we have  successfully  grown  fee-based  services.
Lake City Bank has the  technology  platform  to  compete  with  regional  and
national  competitors and we continue to leverage this  infrastructure to grow
our fee-based services. While revenue from our mortgage operations declined in
2004 due to a general  slowdown  in the  mortgage  business,  our  noninterest
income generation improved in all other categories."

     "We were also proud of our  ability to lower  overhead  expenses  in 2004
while at the  same  time  expanding  our  relationship  management  staff  and
continuing to reinvest in  technology,"  added  Kubacki.  Noninterest  expense
decreased  by 3%,  or $1.0  million,  in 2004 to $36.7  million.  Excluding  a
one-time  loss on  extinguishment  of debt of $804,000  incurred  during 2003,
noninterest expense declined by $215,000 during 2004 versus 2003.

     Total  loans as of  December  31, 2004 were $1.0  billion  versus  $952.7
million as of September 30, 2004,  and $870.9 million as of December 31, 2003.
Average loans for 2004 were $930.9  million  versus $847.6 million in 2003, an
increase of 10%.  Average loans during the fourth  quarter of 2004 were $974.7
million   compared  to  $939.9  million  in  the  third  quarter  of  2004,  a
linked-quarter increase of 4%.

     Lakeland  Financial's  allowance  for loan losses as of December 31, 2004
was $10.8 million compared to $10.7 million as of September 30, 2004 and $10.2
million as of  December  31,  2003.  Total  non-performing  assets  were $10.3
million as of December 31, 2004 versus $10.9  million as of September 30, 2004
and $4.3 million as of December 31, 2003. The ratio of  non-performing  assets
to loans was 1.02% on December  31, 2004  compared to 1.14% at  September  30,
2004 and 0.50% as of December 31, 2003.

     Net charge offs  totaled  $703,000  for the year ended  December 31, 2004
versus $1.6 million in the comparable period of 2003. In 2004, net charge offs
were 0.08% of average loans compared to 0.18% in 2003. Net charge offs totaled
$562,000 in the fourth quarter  versus  $320,000 in the fourth quarter of 2003
and $52,000 during the third quarter of 2004.

     Kubacki commented, "Charge offs, when measured as a percentage of average
loans,  were at  five-year  lows in  2004.  The year  over  year  increase  in
non-performing  assets was attributable to the addition of a single commercial
credit of $6.1 million during the third quarter.  We continue to work with the
borrower  and  guarantors,  who have made a  commitment  to working with us to
resolve this  situation.  The  borrower  filed for chapter 11  bankruptcy  and
continues the process of determining  its future business  strategy.  Borrower
collateral and the personal guarantees of its principals support the credit."

     For the year ended December 31, 2004, Lakeland Financial's average equity
to average assets ratio was 7.13% versus 7.05% in 2003. Average  stockholders'
equity for 2004 was $95.1 million versus $86.6 million in 2003.  Average total
deposits for the year ended  December 31, 2004 were $1.0 billion versus $969.7
million for the comparable period in 2003.

     Lakeland  Financial  Corporation  is a $1.4 billion bank holding  company
headquartered in Warsaw,  Indiana. Lake City Bank serves Northern Indiana with
43 branches located in the following  Indiana  counties:  Kosciusko,  Elkhart,
Allen, St. Joseph,  DeKalb, Fulton,  Huntington,  LaGrange,  Marshall,  Noble,
Pulaski and Whitley.

     Lakeland  Financial  Corporation  may be  accessed  on its  home  page at
www.lakecitybank.com. The Company's common stock is traded on the Nasdaq Stock
Market under "LKFN".  Market makers in Lakeland  Financial  Corporation common
shares include FTN Financial  Securities  Corp.,  Goldman,  Sachs & Co., Hill,
Thompson, Magid & Co., Howe Barnes Investments, Inc., Keefe, Bruyette & Woods,
Inc., Knight Equity  Securities,  L.P.,  Merrill Lynch & Co., Morgan Stanley &
Co., Inc., Sandler O'Neill & Partners, Schwab Capital Markets, Stifel Nicolaus
& Company, Inc., Susquehanna Capital Group and Trident Securities.

     This  document  contains,  and future oral and written  statements of the
Company and its management may contain,  forward-looking statements within the
meaning of the Private  Securities  Litigation Reform Act of 1995 with respect
to the financial condition, results of operations,  plans, objectives,  future
performance and business of the Company. Forward-looking statements, which may
be  based  upon  beliefs,   expectations  and  assumptions  of  the  Company's
management and on information currently available to management, are generally
identifiable  by the use of words such as "believe,"  "expect,"  "anticipate,"
"plan,"  "intend,"  "estimate,"  "may," "will," "would,"  "could," "should" or
other similar  expressions.  Additionally,  all  statements in this  document,
including forward-looking statements, speak only as of the date they are made,
and the Company  undertakes  no obligation to update any statement in light of
new information or future events.

     A number of factors,  many of which are beyond the ability of the Company
to control or predict,  could cause actual results to differ  materially  from
those in its forward-looking statements.  These factors include, among others,
the following:  (i) the strength of the local and national  economy;  (ii) the
economic  impact  of past and any  future  terrorist  attacks,  acts of war or
threats  thereof and the response of the United States to any such attacks and
threats; (iii) changes in state and federal laws, regulations and governmental
policies  concerning the Company's general business;  (iv) changes in interest
rates and prepayment rates of the Company's assets; (v) increased  competition
in the financial  services  sector and the inability to attract new customers;
(vi) changes in technology and the ability to develop and maintain  secure and
reliable  electronic  systems;  (vii) the loss of key executives or employees;
(viii) changes in consumer spending;  (ix) unexpected results of acquisitions;
(x) unexpected  outcomes of existing or new litigation  involving the Company;
and (xi)  changes  in  accounting  policies  and  practices.  These  risks and
uncertainties  should be considered in evaluating  forward-looking  statements
and  undue  reliance  should  not be  placed  on such  statements.  Additional
information  concerning  the Company and its  business,  including  additional
factors that could  materially  affect the  Company's  financial  results,  is
included in the Company's filings with the Securities and Exchange Commission.

LAKELAND FINANCIAL CORPORATION FOURTH QUARTER 2004 FINANCIAL HIGHLIGHTS (Unaudited - Dollars in thousands except Share and Per Share Data) Three Months Ended Twelve Months Ended -------------------------------------------- ---------------------------- Dec. 31, Sep. 30, Dec. 31, Dec. 31, Dec. 31, 2004 2004 2003 2004 2003 ----------- ---------- ------------ ----------- ------------ END OF PERIOD BALANCES Assets $ 1,453,122 $ 1,349,534 $ 1,271,414 $ 1,453,122 $ 1,271,414 Deposits 1,115,399 1,043,513 926,391 1,115,399 926,391 Loans 1,003,219 952,671 870,882 1,003,219 870,882 Allowance for Loan Losses 10,754 10,741 10,234 10,754 10,234 Common Stockholders' Equity 101,765 98,737 90,022 101,765 90,022 AVERAGE BALANCES Assets Total Assets $ 1,391,171 $ 1,338,968 $ 1,261,157 $ 1,332,713 $ 1,239,546 Earning Assets 1,281,124 1,229,356 1,153,994 1,225,253 1,136,732 Investments 285,344 279,907 271,815 281,870 271,161 Loans 974,732 939,914 860,265 930,934 847,554 Liabilities and Stockholders' Equity Total Deposits 1,126,411 1,022,216 993,267 1,033,798 969,709 Interest Bearing Deposits 903,633 809,971 805,586 826,206 795,993 Interest Bearing Liabilities 1,057,924 1,020,926 977,189 1,021,152 969,306 Common Stockholders' Equity 100,779 97,490 88,045 95,086 86,613 INCOME STATEMENT DATA Net Interest Income $ 11,465 $ 10,814 $ 10,500 $ 42,765 $ 42,199 Net Interest Income-Fully Tax Equivalent 11,784 11,130 10,836 44,054 43,373 Provision for Loan Losses 575 150 490 1,223 2,254 Noninterest Income 4,128 4,531 4,621 16,965 18,427 Noninterest Expense 9,356 9,201 10,345 36,660 37,679 Net Income 3,748 3,951 3,010 14,545 13,865 PER SHARE DATA Basic Net Income Per Common Share $ 0.64 $ 0.67 $ 0.52 $ 2.48 $ 2.38 Diluted Net Income Per Common Share 0.62 0.65 0.50 2.40 2.31 Cash Dividends Per Common Share 0.21 0.21 0.19 0.84 0.76 Book Value Per Common Share (equity per share issued) 17.20 16.80 15.43 17.20 15.43 Market Value - High 40.90 34.46 37.47 40.90 37.47 Market Value - Low 33.80 30.74 33.51 28.31 23.00 Basic Weighted Average Common Shares Outstanding 5,893,060 5,874,981 5,829,072 5,867,705 5,819,916 Diluted Weighted Average Common Shares Outstanding 6,098,920 6,058,608 6,046,778 6,064,077 6,001,449 KEY RATIOS Return on Average Assets 1.07 % 1.17 % 0.95 % 1.09 % 1.12 % Return on Average Common Stockholders' Equity 14.80 16.12 13.42 15.30 15.88 Efficiency (Noninterest Expense / Net Interest Income plus Noninterest Income) 60.00 59.96 68.41 61.38 62.10 Average Equity to Average Assets 7.24 7.28 7.06 7.13 7.05 Net Interest Margin 3.66 3.60 3.73 3.60 3.82 Net Charge Offs to Average Loans 0.23 0.02 0.15 0.08 0.18 Loan Loss Reserve to Loans 1.07 1.13 1.18 1.07 1.18 Nonperforming Assets to Loans 1.02 1.14 0.50 1.02 0.50 Tier 1 Leverage 9.15 9.24 9.15 9.15 9.15 Tier 1 Risk-Based Capital 11.41 11.72 11.78 11.41 11.78 Total Capital 12.38 12.74 12.83 12.38 11.92 ASSET QUALITY Loans Past Due 90 Days or More $ 2,778 $ 2,821 $ 3,191 $ 2,778 $ 3,191 Non-accrual Loans 7,213 7,779 553 7,213 553 Net Charge Offs 562 52 320 703 1,553 Other Real Estate Owned 261 277 557 261 557 Other Nonperforming Assets 13 28 27 13 27 Total Nonperforming Assets 10,265 10,905 4,328 10,265 4,328

LAKELAND FINANCIAL CORPORATION CONSOLIDATED BALANCE SHEETS As of December 31, 2004 and 2003 (in thousands) December 31, December 31, 2004 2003 ------------ ------------ (Unaudited) ASSETS Cash and cash equivalents: Cash and due from banks $ 81,144 $ 52,297 Short-term investments 22,714 5,144 ------------ ------------ Total cash and cash equivalents 103,858 57,441 Securities available-for-sale: U. S. Treasury and government agency securities 23,874 17,280 Mortgage-backed securities 208,961 211,142 State and municipal securities 53,747 52,945 ------------ ----------- Total securities available-for-sale 286,582 281,367 Real estate mortgages held-for-sale 2,991 3,431 Loans: Total loans 1,003,219 870,882 Less: Allowance for loan losses 10,754 10,234 ------------ ------------ Net loans 992,465 860,648 Land, premises and equipment, net 25,057 26,157 Accrued income receivable 5,765 5,010 Goodwill 4,970 4,970 Other intangible assets 1,245 1,460 Other assets 30,189 30,930 ------------ ------------ Total assets $ 1,453,122 $ 1,271,414 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Deposits: Noninterest bearing deposits $ 237,261 $ 185,734 Interest bearing deposits 878,138 740,657 ------------ ------------ Total deposits 1,115,399 926,391 Short-term borrowings: Federal funds purchased 20,000 24,000 Securities sold under agreements to repurchase 88,057 102,601 U.S. Treasury demand notes 2,593 3,160 Other borrowings 75,000 55,000 ------------ ------------ Total short-term borrowings 185,650 184,761 Accrued expenses payable 7,445 7,804 Other liabilities 1,889 1,461 Long-term borrowings 10,046 30,047 Subordinated debentures 30,928 30,928 ------------ ------------ Total liabilities 1,351,357 1,181,392 STOCKHOLDERS' EQUITY Common stock: No par value, 90,000,000 shares authorized, 5,915,854 shares issued and 5,881,283 outstanding as of December 31, 2004, and 5,834,744 shares issued and 5,788,263 outstanding at December 31, 2003 1,453 1,453 Additional paid-in capital 12,463 10,509 Retained earnings 89,864 80,260 Accumulated other comprehensive income/(loss) (1,267) (1,282) Treasury stock, at cost (748) (918) ------------ ------------ Total stockholders' equity 101,765 90,022 ------------ ------------ Total liabilities and stockholders' equity $ 1,453,122 $ 1,271,414 ============ ============

LAKELAND FINANCIAL CORPORATION CONSOLIDATED STATEMENTS OF INCOME For the Three Months and Twelve Months Ended December 31, 2004 and 2003 (in thousands except for share data) (Unaudited) Three Months Ended Twelve Months Ended December 31, December 31, --------------------------- --------------------------- 2004 2003 2004 2003 ------------ ------------ ------------ ------------ INTEREST AND DIVIDEND INCOME - ---------------------------- Interest and fees on loans: Taxable $ 13,425 $ 11,408 $ 48,680 $ 46,861 Tax exempt 81 77 287 280 ------------ ------------ ------------ ------------ Total loan income 13,506 11,485 48,967 47,141 Short-term investments 102 55 184 188 Securities: U.S. Treasury and government agency securities 206 133 740 593 Mortgage-backed securities 1,879 2,254 7,363 10,353 State and municipal securities 587 586 2,344 2,061 ------------ ------------ ------------ ------------ Total interest and dividend income 16,280 14,513 59,598 60,336 INTEREST EXPENSE - ---------------- Interest on deposits 4,016 3,170 13,397 14,079 Interest on short-term borrowings 341 213 1,556 1,110 Interest on long-term debt 458 630 1,880 2,948 ------------ ------------ ------------ ------------ Total interest expense 4,815 4,013 16,833 18,137 ------------ ------------ ------------ ------------ NET INTEREST INCOME 11,465 10,500 42,765 42,199 - ------------------- Provision for loan losses 575 490 1,223 2,254 ------------ ------------ ------------ ------------ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 10,890 10,010 41,542 39,945 - ------------------------- ------------ ------------ ------------ ------------ NONINTEREST INCOME - ------------------ Trust and brokerage fees 696 568 3,015 2,370 Service charges on deposit accounts 1,723 1,724 6,917 6,860 Loan, insurance and service fees 562 535 2,352 2,296 Merchant card fee income 562 435 2,219 1,747 Other income (net) 322 488 1,475 1,636 Net gains on sale of real estate mortgages held for sale 263 363 987 3,018 Net securities gains 0 508 0 500 ------------ ------------ ------------ ------------ Total noninterest income 4,128 4,621 16,965 18,427 NONINTEREST EXPENSE - ------------------- Salaries and employee benefits 4,968 5,040 19,673 19,829 Net occupancy expense 694 634 2,496 2,444 Equipment Costs 574 569 2,106 2,538 Data processing fees and supplies 645 598 2,546 2,433 Credit card interchange 360 227 1,397 954 Loss on extinguishment of debt 0 804 0 804 Other expense 2,115 2,466 8,442 8,677 ------------ ------------ ------------ ------------ Total noninterest expense 9,356 10,345 36,660 37,679 INCOME BEFORE INCOME TAX EXPENSE 5,662 4,286 21,847 20,693 - -------------------------------- Income tax expense 1,914 1,276 7,302 6,828 ------------ ------------ ------------ ------------ NET INCOME $ 3,748 $ 3,010 $ 14,545 $ 13,865 - ---------- ============ ============ ============ ============ BASIC WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 5,893,060 5,829,072 5,867,705 5,819,916 BASIC EARNINGS PER COMMON SHARE $ 0.64 $ 0.52 $ 2.48 $ 2.38 - ------------------------------- ============ ============ ============ ============ DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 6,098,920 6,046,778 6,064,077 6,001,449 DILUTED EARNINGS PER COMMON SHARE $ 0.62 $ 0.50 $ 2.40 $ 2.31 - --------------------------------- ============ ============ ============ ============