ONE VALLEY BANCORP OF WEST VIRGINIA INC
8-K, 1996-03-22
STATE COMMERCIAL BANKS
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                      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) March 21, 1996   
                                    
                                    
                                    
                   ONE VALLEY BANCORP OF WEST VIRGINIA, INC.   
            (Exact name of registrant as specified in its charter)   
                                    
                                    
         West Virginia             0-10042            55-0609408   
 (State or other jurisdiction    (Commission       (I.R.S. Employer    
       of incorporation)         File Number)     Identification No.)   
                                    
                                    
              One Valley Square, Charleston, West Virginia  25326   
                   (Address of principal executive offices)   
                                  (Zip Code)   
                                    
                                    
                                (304) 348-7000   
             (Registrant's telephone number, including area code)   
                                    
                                    
                                Not applicable                    
(Former name, address, and fiscal year, if changed since last report)   
   
   
<PAGE>   
                  One Valley Bancorp of West Virginia, Inc.   
                                    
Item 5.   Other Events  
  
On March 21, 1996, One Valley Bancorp of West Virginia, Inc. and CSB 
Financial Corporation, headquartered in Lynchburg, Virginia, jointly 
announced that it is now anticipated that the closing of the transaction 
for One Valley to acquire CSB Financial will occur in the middle of the 
second quarter of 1996.  The closing had originally been planned for 
early in the third quarter of this year. 
 
The announcement of the new closing date was made by J. Holmes Morrison, 
President and Chief Executive Officer of One Valley, and Bob M. Johnson, 
President and Chief Executive Officer of CSB Financial Corporation. 
 
The transaction is subject to, among other things, approval by 
regulatory authorities and the stockholders of CSB Financial. 
 
CSB Financial is the first acquisition of an out-of-state financial 
institution for One Valley, the largest bank holding company based in 
West Virginia with $3.8 billion in total assets which currently operates 
eleven affiliate banks with 79 locations in West Virginia. 
 
Pursuant to the agreement, One Valley will exchange .6774 shares of One 
Valley common stock for each share of CSB Financial common stock 
outstanding.  This transaction will be accounted for as a purchase.  
 
CSB Financial had $329 million in total assets at December 31, 1995 and 
operates 10 full service branches in Central Virginia.  The 5th largest 
depository institution in the Lynchburg, Virginia market, CSB also has 
locations in Amherst and Bedford counties as well as Danville, Virginia, 
adjacent to the North Carolina border. 
 
One Valley reported record annual earnings for the year ended December 
31, 1995 of $49.1 million, a 6.3% increase over the $46.2 million earned 
in 1994.  On a per share basis, net income rose to $2.86, a 5.9% 
increase over the $2.70 reported for 1994.  One Valley recently declared 
a cash dividend of $0.27 per share payable April 15, 1996 to 
shareholders of record on March 29, 1996. 
  
   
<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.   
   
   
                            One Valley Bancorp of West Virginia, Inc.   
   
DATE   March 22, 1996     
   
                            BY  /S/ Laurance G. Jones                    
                                    Laurance G. Jones   
                                    Executive Vice President &   
                                     Chief Financial Officer   




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