SOUTH BRANCH VALLEY BANCORP INC
10QSB, 1996-05-13
NATIONAL COMMERCIAL BANKS
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                    U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549

                                 FORM 10 - QSB


              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended             March 31, 1996
                          --------------------

Commission File Number            0-16587
                               ------------
                    
                     South Branch Valley Bancorp, Inc.
                   ------------------------------------- 
                  (Exact name of small business issuer as
                          specified in its charter)

      West Virginia                          55-0672148
- - -------------------------------------------------------------------------------
   (State or other jurisdiction of        (IRS Employer
    incorporation or organization)         Identification No.)


                      310 North Main Street
                   Moorefield, West Virginia       26836
- - -------------------------------------------------------------------------------
    (Address of principal executive offices)     (Zip Code)


                    (304)   538-2353
- - -------------------------------------------------------------------------------
      (Issuer's telephone number, including area code)

Check whether the issuer: (1) filed all reports required by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for
the past 90 days.      Yes X       No
                          ----        ----

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.

378,510 common shares were outstanding as of May 9, 1995.

                                        1
<PAGE>
               SOUTH BRANCH VALLEY BANCORP, INC. AND SUBSIDIARY


                                     INDEX


                                                                            Page

      I.    FINANCIAL INFORMATION

            Item 1.  Financial Statements

              Condensed consolidated balance sheets
                March 31, 1996 (unaudited) and
                December 31, 1995                                             3

              Condensed consolidated statements of
                income for the three months ended
                March 31, 1996 and 1995 (unaudited)                           4

              Condensed consolidated statements of
                cash flows for the three months ended
                March 31, 1996 and 1995 (unaudited)                         5-6

              Condensed consolidated statements of
                shareholders' equity for the three
                months ended March 31, 1996 and
                1995 (unaudited)                                              7


              Notes to condensed consolidated financial
                statements (unaudited)                                        8



             Item 2.  Management's Discussion and Analysis
                      of Financial Condition and Results
                      of Operations                                        9-13

    II OTHER INFORMATION

             Item 6.  Exhibits and Reports on Form 8-K                       14

             Signatures                                                      15


                                        2

<PAGE>
<TABLE>
                     SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<S>                                                            <C>                   <C>
                                                         March 31,          December 31,
                                                            1996                1995
ASSETS                                                  (Unaudited)              *
                                                      ----------------    ----------------
Cash and due from banks                                     $2,210,491          $2,191,647
Interest bearing deposits with other banks                   2,044,976           2,134,919
Federal funds sold                                             180,503           2,161,745
Securities available for sale                               32,120,276          31,480,580
Loans, net                                                  72,462,746          70,598,398
Bank premises and equipment, net                             3,159,978           3,180,351
Accrued interest receivable                                  1,037,496             983,841
Other assets                                                   320,029             386,377
                                                      ----------------    ----------------
          Total Assets                                    $113,536,495        $113,117,858
                                                      ================    ================

LIABILITIES
Non-interest bearing deposits                               $7,950,635          $7,832,774
Interest bearing deposits                                   91,718,633          92,213,562
                                                      ----------------    ----------------
    Total deposits                                          99,669,268         100,046,336

Long-term borrowings                                         1,743,891             750,000
Other liabilities                                              722,131             992,862
                                                      ----------------    ----------------
          Total Liabilities                                102,135,290         101,789,198
                                                      ----------------    ----------------

SHAREHOLDERS' EQUITY
Common stock, $2.50 par value, authorized
   600,000 shares, issued 382,625 shares                       956,562             956,562
Surplus                                                        685,534             685,534
Net unrealized gain (loss) on securities                       102,010             340,650
Retained earnings                                            9,824,069           9,512,884
Less cost of shares acquired for the
   treasury 1996, 4,115; and 1995, 4,115                     (166,970)           (166,970)
                                                      ----------------    ----------------
          Total Shareholders' Equity                        11,401,205          11,328,660
                                                      ----------------    ----------------

          Total Liabilities and Shareholders'
          Equity                                          $113,536,495        $113,117,858
                                                      ================    ================

</TABLE>
                                                      
   *December 31, 1995 financial information has been extracted from
                    audited financial statements.
                                                      

                 See Notes to Condensed Consolidated Financial Statements

                                        3
<PAGE>
<TABLE>
                   SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY
                      CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                  For the Three Months Ended March 31, 1996 and 1995
                                      (Unaudited)

                                                             Three Months Ended
<S>                                                           <C>                <C>
                                                        March 31,          March 31,
                                                           1996              1995
                                                      --------------    ---------------
Interest income:
   Interest and fees on loans                             $1,797,817         $1,533,055
   Interest on securities:
     Taxable                                                 471,978            416,108
     Tax-exempt                                               47,784             35,437
   Interest on Federal funds sold                             23,257              9,251
                                                      --------------    ---------------
     Total interest income                                 2,340,836          1,993,851
                                                      --------------    ---------------
Interest expense:
   Interest on deposits                                    1,140,623            864,353
   Interest on other borrowings                               21,225             27,260
                                                      --------------    ---------------
     Total interest expense                                1,161,848            891,613
                                                      --------------    ---------------

       Net interest income                                 1,178,988          1,102,238
    Provision for loan losses                                 10,000             25,000
                                                      --------------    ---------------
     Net interest income after
       provision for loan losses                           1,168,988          1,077,238
                                                      --------------    ---------------
Non-interest income:
   Insurance commissions                                      22,563             19,855
   Trust department income                                       (8)                508
   Service fee income                                         49,905             49,549
   Securities gains (losses)                                  33,912            (3,147)
   Other income                                               14,737             14,122
                                                      --------------    ---------------
     Total other income                                      121,109             80,887
                                                      --------------    ---------------
Non-interest expense:
   Salaries and employee benefits                            443,697            391,212
   Net occupancy expense                                      53,326             29,195
   Equipment expense                                          47,806             40,794
   FDIC insurance premiums                                     1,000             48,481
   Other expenses                                            267,913            215,656
                                                      --------------    ---------------
      Total other expense                                    813,742            725,338
                                                      --------------    ---------------

Income before income tax expense                             476,355            432,787

   Income tax expense                                        165,170            160,178
                                                      --------------    ---------------

Net Income                                                  $311,185           $272,609
                                                      ==============    ===============  

Earnings per common share                                      $0.82              $0.72
                                                      ==============    ===============
Dividends per common share                                      $---               $---
                                                      ==============    ===============
</TABLE>

               See Notes to Condensed Consolidated Financial Statements
                                       4
<PAGE>
<TABLE>
SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 For the Three Months Ended March 31, 1996 and 1995
 (Unaudited)


                                                           Three Months Ended
<S>                                                            <C>         <C>
                                                         March 31,   March 31,
                                                           1996        1995
                                                         ---------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES
     Net income                                           $311,185     $272,609
                                                                   
     Adjustments to reconcile net earnings to net
     cash provided by operating activitites:
       Depreciation                                         53,431       36,820
       Provision for loan losses                            10,000       25,000
       Securities (gains) losses                           (33,911)       3,147
       Provision for deferred income tax expense(benefit)    9,237       (1,367)
       (Increase) in accrued income receivable             (53,655)     (72,347)
       Amortization of security premiums and
         (accretion of discounts), net                      15,748       27,153
       (Increase) decrease  in other assets                 57,111      (39,290)
        Increase (decrease)  in other liabilities         (121,338)       5,379
                                                         ---------- ------------
       Net cash provided by operating activities           247,808      257,104
                                                         ---------- ------------

CASH FLOWS FROM INVESTING ACTIVITIES
       Proceeds from sales of securities available for
       sale                                              2,209,305      487,500
       Proceeds from maturities of securities available
       for sale                                          2,500,000      100,000
       Purchases of securities available for sale       (5,857,400)      (6,100)
       Principal payments received on securities held to
       maturity                                                 --       94,160
       Principal payments received on securities
       available for sale                                  138,529       28,374
       (Increase) decrease in Federal funds sold, net    1,981,242   (1,504,076)
       Principal collected on (loans to customers), net (1,874,348)     295,955
       Proceeds from interest bearing
           deposits with other banks                        89,943      179,946
       Purchase of Bank premises and equipment             (33,058)      (5,155)
                                                          --------- ------------
         Net cash provided by (used in) investing
         activities                                       (845,787)    (329,396)
                                                         ---------- ------------

</TABLE>

Continued

See Notes to Condensed Consolidated Financial Statements
                                        5

<PAGE>
<TABLE>
SOUTH  BRANCH  VALLEY  BANCORP,  INC.,  AND  SUBSIDIARY
CONDENSED  CONSOLIDATED STATEMENTS OF CASH FLOWS - Continued
For the Three Months Ended March 31, 1996 and 1995
(Unaudited)

                                                            Three Months Ended
<S>                                                             <C>            <C>
                                                          March 31,      March 31,
                                                            1996            1995
                                                       ---------------  ------------
CASH FLOWS FROM FINANCING ACTIVITIES
      Net (decrease)  in demand deposits, NOW and
      savings accounts                                       (766,959)   (1,003,375)
      Proceeds from sales of  time deposits, net              389,891     1,369,426
      Net increase in other borrowings                        993,891            --
                                                       ---------------  ------------

      Net cash provided by (used in) financing
      activities                                              616,823       366,051
                                                       ---------------  ------------


      Increase (decrease) in cash and due from banks           18,844       293,759


      Cash and due from banks:
            Beginning                                       2,191,647     2,152,919
                                                       ---------------  ------------


            Ending                                         $2,210,491    $2,446,678
                                                       ===============  ============


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
       Cash payments for:
          Interest paid to depositors                      $1,140,402      $874,019
                                                       ===============  ============


          Income taxes                                             $0        $6,030
                                                       ===============  ============



SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
        AND FINANCING ACTIVITIES
        Other real estate acquired in settlement of
        loans                                                      $0            $0
                                                       ===============  ============








See Notes to Condensed Consolidated Financial Statements
</TABLE>

                                        6
<PAGE>
<TABLE>
                   SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY

               CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                   For the Three Months ended March 31, 1996 and 1995
                                      (Unaudited)




                                                             Three Months Ended
                                                      ---------------------------------
<S>                                                           <C>                <C>
                                                        March 31,          March 31,
                                                           1996              1995
                                                      --------------    ---------------

Balance, beginning of period                            $11,328,660         $9,378,140

   Net income                                               311,185            272,609
                                                                       

   Change in net unrealized gain (loss)
     on securities                                         (238,640)           329,994
                                                      --------------    ---------------

Balance, March 31                                       $11,401,205         $9,980,743
                                                      ==============    ===============



















                   See Notes to Condensed Consolidated Financial Statements
</TABLE>
                                        7
<PAGE>

                 SOUTH BRANCH VALLEY BANCORP, INC. AND SUBSIDIARY

               NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                    (Unaudited)



Note 1.     Basis of Presentation

            The financial  information  included  herein is unaudited;  however,
            such  information  reflects all  adjustments  (consisting  solely of
            normal  recurring   adjustments)   which  are,  in  the  opinion  of
            management,  necessary  for a fair  statement  of  results  for  the
            interim periods.

            The   presentation  of  financial   statements  in  conformity  with
            generally accepted accounting procedures requires management to make
            estimates and assumptions  that effect the reported amount of assets
            and liabilities and disclosure of contingent  assets and liabilities
            at the date of the financial  statements and the reported amounts of
            revenues and expenses  during the reporting  period.  Actual results
            could differ from the estimates.

            The results of operations for the three month period ended March 31,
            1996 are not  necessarily  indicative  of the results to be expected
            for the full year. The Condensed  Consolidated  Financial Statements
            and notes  included  herein should be read in  conjunction  with the
            Company's 1995 audited financial statements and Form 10-K.


Note 2.     Earnings Per Share

            Earnings  per common  share are  computed  based  upon the  weighted
            average shares outstanding.  The weighted average shares outstanding
            were 378,510 at March 31, 1996 and 1995, respectively.


















                                        8
<PAGE>

                      MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                   FINANCIAL CONDITION AND RESULTS OF OPERATIONS


                             INTRODUCTION AND SUMMARY


      The  following is  Management's  discussion  and analysis of the financial
condition and financial  results of operations for South Branch Valley  Bancorp,
Inc. and its wholly owned  subsidiary,  South Branch Valley National Bank, as of
March 31, 1996.  Since the primary  business  activities  of South Branch Valley
Bancorp,  Inc. are conducted through the Bank, this discussion focuses primarily
on the financial condition and operations of the Bank.

      Net income for the first quarter of 1996 totaled $311,000,  a $38,000 or a
13.9%  increase  from  the  $273,000  earned  during  the same  period  of 1995.
Annualized  return on average  assets for 1996 was 1.10% as compared to 1.13% at
March 31, 1995.  Earnings per share  totaled $.82 at March 31, 1996  compared to
$.72 at March 31, 1995.


                               RESULTS OF OPERATIONS

Net Interest Income
- - -------------------

      For purposes of this discussion, the "taxable equivalent basis" adjustment
has been  included in interest  income to reflect the level of income had income
on state and municipal  obligations exempt from Federal income tax been taxable,
assuming a Federal tax rate of 34% in both 1996 and 1995. The amounts of the tax
equivalent adjustments were $12,000 in 1996 and $9,000 in 1995.

      For the three  months  ended March 31, 1996,  the  Company's  net interest
income,  as adjusted,  increased  $77,000 or 7.0% to $1,179,000 as compared with
$1,102,000 for the three months ended March 31, 1995. However, the Company's net
interest yield on earning assets (net interest margin) decreased 31 basis points
from  4.77% for the three  months  ended  March 31,  1995 to 4.46% for the three
months  ended  March 31,  1996.  See Table I for a  detailed  analysis  of these
changes.


Provision for Loan Losses and Loan Quality
- - ------------------------------------------

      An allowance  for loan losses is  maintained  by the Company and is funded
through  the  provision  for loan  losses as a charge to current  earnings.  The
allowance  for loan  losses is reviewed by  management  on a quarterly  basis to
determine it is maintained  at levels  considered  necessary to cover  potential
losses  associated  with the Bank's current  lending  activities.  For the three
months ended March 31, 1996, the





                                       9
<PAGE>
<TABLE>

South Branch Valley Bancorp, Inc. and Subsidiary
- - ----------------------------------------------------------------------------------------------
Table I - Average Distribution of Assets, Liabilities and Shareholders'
  Equity, Interest Earnings & Expenses, and Average Rates

 
                                  March 31, 1996                       March 31, 1995
                         ---------------------------------     -------------------------------
 (In thousands ofdollars) Average     Earnings/    Yield/      Average     Earnings/  Yield/
                          Balances    Expense      Rate        Balances    Expense     Rate
                         ---------------------------------     -------------------------------
         ASSETS
Interest earning assets:
 Loans, net of unearned
<S>                        <C>         <C>         <C>          <C>         <C>        <C>  
    interest               $72,125     $1,798      9.97%        $63,912     $1,533     9.59%
 Securities

    Taxable                 27,312        436      6.39%         24,670        391     6.34%

    Tax-exempt               3,486         59      6.77%          2,408         44     7.31%

Interest bearing deposits
  with other banks           2,116         36      6.81%          1,586         26     6.56%

Federal funds sold           1,690         23      5.44%            613          9     5.87%
                         ----------  ----------  ---------     ---------   --------  ---------
Total interest earning
assets                     106,729      2,352      8.81%         93,189      2,003     8.60%

Noninterest earning assets:

  Cash & due from banks      2,405                                2,150

  Bank premises & equipment  3,173                                1,575

  Other assets               1,316                                  582
  Allowance for loan losses   (863)                              (1,014)
                         ----------                            ---------
    Total assets          $112,760                              $96,482
                         ==========                            =========

LIABILITIES AND SHAREHOLDERS' EQUITY

Interest bearing liabilities:
  Interest bearing
    demand deposits        $18,989       $160      3.37%        $15,148      $125      3.30%

  Regular savings           15,728        142      3.61%         13,178       108      3.28%

  Time savings              56,588        839      5.93%         48,874       632      5.17%

  Other borrowings           1,430         21      5.87%          1,777        27      6.08%
                         ----------  ----------  ---------     ---------   --------  ---------

                            92,735      1,162      5.01%         78,977       892      4.52%

Noninterest bearing liabilities:

  Demand deposits            7,789                                7,365

  Other liabilities            946                                  610
                         ----------                            ---------
    Total liabilities      101,470                               86,952

Shareholders' equity        11,290                                9,530
                         ----------                            ---------
  Total liabilities and
    shareholders' equity  $112,760                              $96,482
                         ==========                            =========

NET INTEREST EARNINGS                  $1,190                               $1,111
                                     ==========                            ========

NET INTEREST YIELD ON EARNING ASSETS               4.46%                               4.77%
                                                 =========                           =========
</TABLE>
                                       10
<PAGE>

Company's provision for loan losses totaled $10,000,  compared to $25,000 during
the first three months of 1995. The following table  represents a summary of the
Company's past due and non-performing assets:


              SUMMARY OF PAST DUE LOANS AND NON-PERFORMING ASSETS


                                            March 31              December 31
                                    ------------------------     ------------
                                        1996         1995               1995
Loans contractually past due
90 days or more and still
accruing interest                       $285       $  233               $260
                                        ====       ======               ====

Non-performing assets:
Non-accruing loans                      $430       $1,060               $538
Other real estate owned                   40           22                 40
                                        ----       ------               ----
                                        $470       $1,082               $578
                                        ====       ======               ====

      Although  the  amount of loans past due 90 days or more has  increased  by
$52,000 during the past 12 months,  non-performing assets decreased by $612,000.
Thus,  total  loans  past due 90 days or more plus  non-performing  assets  have
decreased  approximately $560,000 or 42.6% from the same period last year. Loans
on non-accrual status have decreased approximately $108,000 since December 1995.
Approximately  $138,000 or 32.1% of the total  non-accrual  balance at March 31,
1996 is comprised of one loan which is current as to both principal and interest
payments  but  is  classified  non-accrual  due  to  cash  flow  problems  being
experienced by the entity.

      At March 31, 1996, the allowance for loan losses totaled  $849,000 or 1.2%
of net loans  compared to $988,000 or 1.6% of net loans at March 31,  1995,  and
$860,000 or 1.2% at December 31, 1995. While there may be some loans or portions
of loans  identified as potential  problem  credits  which are not  specifically
identified  as either  non-accrual  or accruing  loans past due 90 or more days,
they are considered by management to be insignificant to the overall  disclosure
and are therefore not specifically quantified within the Management's Discussion
and Analysis.


Non-interest Income
- - -------------------

      Total non-interest income increased approximately $40,000 or 49.4% for the
three  months  ended March 31, 1996 as compared to the three  months ended March
31, 1995.

      Insurance  commissions  increased from approximately $20,000 to $23,000 or
15.0% for the three  months  ended March 31, 1996  compared to the three  months
ended March 31, 1995.  Management  believes the Company will be able to maintain
levels of insurance income similar to this throughout the remainder of 1996.

      Net realized gains on securities  increased by  approximately  $37,000 for
the three month  period  ended  March 31, 1996 as compared  with the three month
period ended March 31, 1995.


                                       11
<PAGE>
Non-interest expense
- - --------------------

      Non-interest expense increased  approximately  $89,000 or 12.3% during the
first three months of 1996. It is the Bank's policy to review  salaries and have
employee evaluations during the fourth quarter of each year. Deserving employees
are then  awarded  raises as of the first of the year.  These  raises and slight
increases  in  insurance  costs  resulted in a 13.3%  increase  in salaries  and
employee benefits for the three months ended March 31, 1996 as compared to March
31, 1995.

      Net occupancy expense increased from  approximately  $29,000 to $53,000 or
82.8%. Equipment expense also increased 17.1% from approximately $41,000 for the
period  ending  March 31, 1995 to $48,000 for the period  ending March 31, 1996.
These  increases were expected and planned for by management due to the purchase
of the  Petersburg  branch  during the fourth  quarter of 1995 and the  recently
completed renovation and addition to the Company's home office in Moorefield.

      Due to the  decrease in the  semi-annual  rate of deposit  insurance  from
$.115 per hundred  dollars of deposits to the minimum of $1,000,  FDIC insurance
premiums  decreased  approximately  $47,000  for the  first  quarter  of 1996 as
compared to the first quarter of 1995.

      Other expenses increased  approximately  $52,000 or 24.1% from $216,000 to
$268,000  during the first  three  months of 1996  compared  to 1995.  The major
factors contributing to this increase are as follows:

      **    Telephone and communications increased by 25.0% from
            $12,000 to $15,000.

      **    During the first quarter of 1996 the bank did a computer  conversion
            and  experienced  some one time expenses.  Data  processing  expense
            increased  100.0% from  approximately  $21,000 in 1995 to $42,000 in
            1996.  ATM  expense  increased  from  $2,000 to  $6,000  or  200.0%.
            Management  does not expect  these  large  increases  to expenses to
            continue.

      **    An  increase  in the  number  of  accounts  served  by the  bank  of
            approximately  13.7%,  primarily  due  to  the  acquisition  of  the
            Petersburg  branch in the fourth quarter of 1995  contributed to the
            increase  in  postage  expense.   Postage  expense,   which  totaled
            approximately $19,000 in 1995, increased 21.1% to $23,000 in 1996.

      **    Also associated with the acquisition of the new branch in Petersburg
            was the creation of a new expense,  Amortized goodwill. This expense
            totaled $9,000 in 1996.







                                       12
<PAGE>
Liquidity
- - ---------

      Liquidity in  commercial  banking can be defined as the ability to satisfy
customer loan demand and meet deposit  withdrawals while maximizing net interest
income.  The Company's  primary  sources of funds are deposits and principal and
interest   payments  on  loans.   Additional  funds  are  provided  by  maturing
securities.  The bank uses ratio  analysis to monitor the changes in its sources
and uses of funds so that an adequate liquidity position is maintained. At March
31,  1996 the loan to  deposit  ratio was 72.7%  compared  to 70.6% at  December
31,1995.  Cash and due from  banks  coupled  with  Federal  funds  sold  totaled
$2,391,000  or 2.1% of  total  assets.  Additionally,  securities  and  interest
bearing  deposits  with  other  banks  maturing  within  one  year  approximated
$3,853,000  or 3.4% of total assets.  Management  believes that the liquidity of
the  Company is  adequate  and  foresees  no demands  or  conditions  that would
adversely affect it.


Financial Condition
- - -------------------

      Total deposits have decreased  approximately .4% or $377,000 from December
31,  1995.  The  overall  composition  of the  Company's  assets has not changed
significantly since year end 1995.

       The Company's  total  shareholders'  equity has  increased  approximately
$72,000 or .6% since December 31, 1995. This is the net result of an increase of
$311,000 in retained earnings and a $239,000 decrease in net unrealized gains on
securities.  The  Company's  equity to total assets ratio was 10.0% at March 31,
1996 and at December  31,  1995.  The  Company's  subsidiary  bank's  total risk
weighted  capital  ratio was  approximately  16.5% at March 31, 1996 and is well
within Federal  regulatory  guidelines.  The Company is not aware of any pending
regulation  which would have a material  negative  impact on its  operations  or
financial condition.
























                                       13
<PAGE>
                                    PART II


Item 6 - Exhibits and Reports on Form 8-K
- - -----------------------------------------



A.    Exhibit - Financial Data Schedule required by Part I Item 601
      of Regulation S-B.

B.    No reports on Form 8-K were filed by the Company during the
      quarter ended March 31, 1996.








































                                       14
<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 thereunto duly authorized.


                                    South Branch Valley Bancorp, Inc.
                                         (registrant)




                                    By:
                                    -------------------------------------------
                                    H. Charles Maddy, III, President and
                                    Chief Financial Officer


                                    By:
                                    -------------------------------------------
                                    Russell Ratliff, Jr., Treasurer





Date:     May 13 , 1996
- - -----------------------
































                                       15
<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 thereunto duly authorized.


                                    South Branch Valley Bancorp, Inc.
                                         (registrant)



                                    By: /s/ H. Charles Maddy, III
                                    -------------------------------------------
                                    H. Charles Maddy, III, President and
                                    Chief Financial Officer


                                    By: /s/ Russell Ratliff, Jr.
                                    -------------------------------------------
                                    Russell Ratliff, Jr., Treasurer







Date:     May   13, 1996
- - ------------------------









                                       16

<TABLE> <S> <C>

<ARTICLE>                                      9
<CIK>                                 0000811808
<NAME>   SOUTH BRANCH VALLEY NATIONAL BANK
       
<S>                                  <C>
<PERIOD-TYPE>                        3-MOS
<FISCAL-YEAR-END>                    DEC-31-1996
<PERIOD-START>                       JAN-01-1996
<PERIOD-END>                         MAR-31-1996
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<FED-FUNDS-SOLD>                         180,503
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                          0
                                    0
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<EXTRAORDINARY>                                0
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</TABLE>


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