SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
National City Bancshares, Inc.
(Name of Issuer)
Common Stock, Without Par Value
(Title of Class of Securities)
635313 10 9
(CUSIP Number)
Robert D. Vance
One West McDonald Parkway, Suite 3B
Maysville, KY 41056
(606) 564-4450
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
August 31, 1998
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of Rule
13d-1(e), (f) or (g), check the following box [ ].
NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See <section> 240.13d-7(b) for other parties to whom copies are
to be sent.
(Continued on following page(s))
<PAGE>
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 635313 10 9
(1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons
(entities only)
Robert D. Vance
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
(3) SEC Use Only
___________________________________________________________
(4) Source of Funds (See Instructions): 00 (See Item 3)
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e)
[ ]
(6) Citizenship or Place of Organization: United States of America
<TABLE>
<CAPTION>
Number of Shares (7) Sole Voting Power 705,326
<S> <C> <C> <C>
Beneficially Owned by (8) Shared Voting Power 11,064
Each Reporting (9) Sole Dispositive Power 705,326
Person With: (10) Shared Dispositive Power 11,064
</TABLE>
(11) Aggregate Amount Beneficially Owned by each Reporting Person: 716,390
*
* 11,064 of such shares are held by Mr. Vance's spouse.
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
[ ]
(13) Percent of Class Represented by Amount in Row (11): 5.3%
(14) Type of Reporting Person (See Instructions): IN
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this Schedule 13D relates
is the common stock, without par value ("Common Stock"), of
National City Bancshares, Inc., an Indiana corporation
("Issuer"), whose principal executive offices are located at 227
Main Street, Evansville, Indiana 47708.
The percentage of beneficial ownership reflected in this Schedule
13D is based upon 13,518,636 shares of Common Stock outstanding
as of August 31, 1998.
ITEM 2. IDENTITY AND BACKGROUND.
(a) Name: Robert D. Vance
(b) Business Address: One West McDonald Parkway, Suite 3B
Maysville, Kentucky 41056
(c) Present Principal Occupation: Executive Vice President of
NCBE, a bank holding company which is located at 227 Main
Street, Evansville, IN 47708.
(d) During the last five years, Mr. Vance has not been convicted
in any criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) During the last five years, Mr. Vance has not been a party
to any civil proceeding of a judicial or administrative body
of competent jurisdiction resulting in any judgment, decree
or final order against Mr. Vance, enjoining Mr. Vance from
engaging in future violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Mr. Vance is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Prior to the merger of Community First Financial, Inc. ("CFF"),
with and into Issuer, with Issuer as the surviving corporation,
Mr. Vance beneficially owned 525 shares of CFF Class A Preferred
Stock, $225.00 par value per share, and 21,531 shares of CFF
Common Stock, no par value. At the Effective Time of the merger,
each of Mr. Vance's shares of CCF Class A Preferred Stock was
converted into 49.3545 shares of Common Stock of Issuer, and each
of Mr. Vance's shares of CFF Common Stock was converted into
32.0692 shares of Common Stock of Issuer, and cash was paid in
lieu of fractional shares. As a result of the merger, Mr. Vance
acquired the securities described below in Item 5(a).
ITEM 4. PURPOSE OF TRANSACTION.
Mr. Vance acquired his shares on August 31, 1998, when CFF merged
with and into Issuer, with Issuer as the surviving corporation,
and each of Mr. Vance's common shares of CFF Common Stock and CFF
Class A Preferred Stock was converted into shares of Common Stock
of Issuer. As a result of the merger, Mr. Vance acquired the
securities described below in Item 5(a). Mr. Vance does not have
a present intention to acquire or dispose of shares of Common
Stock of Issuer, but this may change depending upon market
conditions. Mr. Vance does not have any present plans which
relate to or would result in: an extraordinary corporate
transaction, such as a merger, a reorganization or liquidation,
involving the Issuer or any of its subsidiaries; a sale or
transfer of a material amount of assets of the Issuer or any of
its subsidiaries; any change in the present board of directors or
management of the Issuer including any plans or proposals to
change the number or term of directors or to fill any existing
vacancies on the board; any material change in the present
capitalization or dividend policy of the Issuer; any other
material change in the Issuer's business or corporate structure;
changes in the Issuer's charter, by-laws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person; causing a
class of securities of the Issuer to be delisted from a national
securities exchange or cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities
association; causing a class of equity securities of the Issuer
to become eligible for termination of registration pursuant to
Section 12(g)(4) of the Securities Exchange Act of 1934, as
amended; or any action similar to the above. Mr. Vance became an
Executive Vice President and a director of Issuer on the
Effective Date of the merger.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) and (b)The beneficial ownership of Robert D. Vance is set
forth below. Mr. Vance shares voting and dispositive
power with his spouse with respect to 11,065 of the
shares indicated. Mr. Vance has sole voting and
dispositive power with respect to the remainder of the
shares indicated.
<TABLE>
<CAPTION>
Number Percent
OF SHARES OF CLASS
<S> <C> <C> <C> <C>
Robert D. Vance 716,390* 5.3%
</TABLE>
* 11,064 of such shares are held by Mr. Vance's spouse.
(c) Mr. Vance has not effected any transaction in the Common
Stock of the Issuer in the past 60 days.
(d) No other person is known to have the right to receive or the
power to direct the receipt of dividends from, or the
proceeds from the sale of, such securities.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENT, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
/S/ ROBERT D. VANCE
Robert D. Vance
Dated: September 4, 1998
