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<TEXT>
================================================================================

                           EFFECTIVE AUGUST 23RD, 2004

                                  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 (Date of earliest event reported)  December 15, 2004

                              GLACIER BANCORP, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

             Montana                    000-18911              81-0519541
  ----------------------------        ------------        -------------------
  (State or other jurisdiction        (Commission          (I.R.S. Employer
        of incorporation)             File Number)        Identification No.)

          49 Commons Loop Kalispell, Montana                     59901
       ----------------------------------------                ----------
       (Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code   (406) 756-4200


         --------------------------------------------------------------
         (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):

[X] 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))

================================================================================

<PAGE>

ITEM 8.01  OTHER EVENTS

        On December 15, 2004, Glacier Bancorp, Inc., Kalispell, Montana
("Glacier") entered into a Plan and Agreement of Merger (the "Merger Agreement")
with Citizens Bank Holding Company (the "Company") and its subsidiary, Citizens
Community Bank (the "Bank"). Under the terms of the Merger Agreement, the
Company will merge with and into Glacier, and the Bank will remain as a wholly
owned subsidiary of Glacier.

        Effective at the time of the merger, each outstanding share of Company
common stock will be converted into the right to elect, within certain
parameters: (i) cash, (ii) shares of Glacier common stock, or (iii) a
combination of cash and shares of Glacier common stock. Combining the cash and
stock consideration, the aggregate purchase price is $17.2 million. The merger
is structured so that Glacier will pay 50% of the total consideration in cash
and 50% in shares of Glacier common stock.

        Consummation of the transaction is subject to several conditions,
including receipt of applicable regulatory approvals and approval by the
shareholders of the Company. For information regarding the terms of the proposed
transaction, reference is made to the press release dated December 15, 2004,
which is attached as Exhibit 99.1 and incorporated herein by reference.

Item 9.01  FINANCIAL STATEMENTS AND EXHIBITS

        (c) Exhibits.

99.1    Press Release dated December 15, 2004.

<PAGE>

                                   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.

                                           GLACIER BANCORP, INC.
                                           (Registrant)

Date December 15, 2004

                                           /s/ MICHAEL J. BLODNICK
                                           -------------------------------------
                                           Michael J. Blodnick
                                           President and Chief Executive Officer

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>gb1732ex991.txt
<TEXT>
                                                                    Exhibit 99.1

  GLACIER BANCORP, INC. ANNOUNCES ACQUISITION OF CITIZENS BANK HOLDING COMPANY
                               IN POCATELLO, IDAHO

     KALISPELL, Mont., Dec. 15 /PRNewswire-FirstCall/ -- Glacier Bancorp, Inc.
(Nasdaq: GBCI) today announced the signing of a definitive agreement to acquire
Citizens Bank Holding Company in a cash and stock transaction valued at $17.2
million. Citizens Bank Holding Company is a bank holding company for Citizens
Community Bank, a commercial bank with approximately $110 million in assets and
three banking offices in Pocatello and Idaho Falls, Idaho. Glacier is a bank
holding company with $3.0 billion in assets and 55 offices in Montana, Idaho,
Utah and Washington.

     The boards of Glacier and Citizens unanimously approved the transaction,
which is subject to regulatory approval and other customary conditions of
closing. Following completion of the transaction, Citizens Community Bank will
operate as a separately chartered banking subsidiary of Glacier. The acquisition
of Citizens will expand Glacier's focused community banking strategy into
southeastern Idaho. Citizens will benefit from additional lending capacity and
banking services, while maintaining its autonomy and local decision-making
authority. Citizens will continue to operate under its current name with all
employees and existing management retained.

     "This is a very well run bank that is located in two of Idaho's leading
markets," commented Mick Blodnick, Glacier's President and CEO. "Ralph Cottle
and his team have done a great job in building a strong and respected community
banking presence in southeastern Idaho -- a market where we have desired a
presence for some time. This acquisition will give Glacier a significant
presence in a market that is squarely in the middle of our existing markets in
Boise and Sun Valley, northern Idaho, western Montana, and northern Utah. It
also fits very nicely with our recently-announced expansion into western Wyoming
through the pending acquisition of First National Bank West. We are delighted to
be adding Citizens Community Bank, its customers, and employees to the Glacier
family." Blodnick also noted that the transaction is expected to be immediately
accretive to Glacier's earnings per share.

     Ralph Cottle, Citizens' President and CEO, commented, "We are excited about
joining the Glacier community banking organization. This transaction will
benefit all of our stakeholders, including our shareholders, employees, and
customers. Teaming up with Glacier will ensure that we remain a locally-managed
and focused institution, and enable us to combine our extraordinary service
levels with Glacier's comprehensive banking resources. We think it's a very
positive relationship for everyone involved." D.A. Davidson & Co. advised
Glacier Bancorp in the transaction. Hovde Financial delivered a fairness opinion
to the directors of Citizens Bank Holding Company.

     About Glacier Bancorp, Inc.
     Glacier Bancorp, Inc. is the parent company for seven community banks,
including Glacier Bank, Kalispell; Glacier Bank, Whitefish; First Security Bank
of Missoula; Valley Bank of Helena; Big Sky Western Bank; and Western Security
Bank, Billings, all located in Montana; as well as Mountain West Bank, Coeur
d'Alene, with operations in Idaho, Utah and Washington. At September 30, 2004,
Glacier Bancorp, Inc. had total assets of $3.0 billion, and capital of $263
million.

<PAGE>

     About Citizens Bank Holding Company
     Headquartered in Pocatello, Idaho, Citizens Bank Holding Company is the
bank holding company for Citizens Community Bank, an Idaho state chartered bank
with two full service branches in Pocatello and one full service branch in Idaho
Falls. As of September 30, 2004, Citizens Bank Holding Company and Citizens
Community Bank, on a consolidated basis, had total assets of $112 million and
total equity capital of $7.4 million.

SOURCE  Glacier Bancorp, Inc.
     -0-                             12/15/2004
     /CONTACT:  Michael J. Blodnick, +1-406-751-4701, or James H. Strosahl,
+1-406-751-4702, both of Glacier Bancorp, Inc./
_

</TEXT>
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