OHIO VALLEY BANC CORP
8-K, 1999-05-05
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

                            May 5, 1999 (May 4, 1999)
                ------------------------------------------------
                Date of Report (Date of earliest event reported)

                             OHIO VALLEY BANC CORP.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                      Ohio
                 ----------------------------------------------
                 (State or other jurisdiction of incorporation)

                 0-20914                       31-1359191
          ------------------------ -----------------------------------
          (Commission file number) (IRS Employer Identification Number)

                  420 Third Avenue, Gallipolis, Ohio      45631
               ---------------------------------------------------
               (Address of principal executive offices) (Zip code)

       Registrant's telephone number, including area code: (740) 446-2631

                                 Not Applicable
         --------------------------------------------------------------
         (Former name or former address, if changed since last report.)




                            Exhibit Index at Page 4.
<PAGE>
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
          Not applicable.

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
          Not applicable.

ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
          Not applicable.

ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
          Not applicable.

ITEM 5. OTHER EVENTS.
          On May 3, 1999, Ohio Valley Banc Corp., an Ohio  corporation,  entered
into a purchase agreement to acquire two branches of Huntington Bancshares Inc.,
a Maryland corporation. The transaction is described in the press release issued
on May 4, 1999, which is included herewith as Exhibit 99.

ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS.
          Not applicable.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

        (a) Financial statements of business acquired:
               Not applicable.

        (b) Pro forma financial information:
               Not applicable.
         
        (c) Exhibits:
               99      Press  release of Ohio  Valley  Banc Corp.  issued May 4,
                       1999, regarding acquisition of branches.

ITEM 8. CHANGES IN FISCAL YEAR.
          Not applicable.

ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S.
          Not applicable.


                                     Page 2
<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.

                                               OHIO VALLEY BANC CORP.


Date: May 5, 1999                              By   /s/James L. Dailey
                                               --------------------------------
                                                  James L. Dailey, Chairman and
                                                  Chief Executive Officer

































                                     Page 3
<PAGE>
 
                                 EXHIBIT INDEX



Exhibit Number                              Description
- --------------                              -----------

     99                 Press  release of Ohio Valley  Banc Corp.  issued May 4,
                        1999, regarding acquisition of branches.






























                                     Page 4

                                   Exhibit 99


FOR IMMEDIATE RELEASE
Contact:  Bryna Butler or Phyllis Wilcoxon
1-800-468-6682 or (740) 446-2631

          Ohio Valley Bank acquires Huntington National Bank branches.

     GALLIPOLIS, OHIO - James L. Dailey, chairman and chief executive officer of
Ohio Valley Bank announced  today [Monday] the signing of a definitive  purchase
agreement to acquire two West Virginia branches of The Huntington National Bank.
The two offices had combined deposits of $27 million at December 31, 1998. These
offices are the Milton office,  located at 280 East Main Street, Milton, and the
Barboursville  office,  located in the Krogers Supermarket at 5636 U.S. Route 60
East, Barboursville.

     Jeffrey E.  Smith,  president  and chief  operating  officer of Ohio Valley
Bank,  commented,  "Over  the past  few  years,  Ohio  Valley  Bank has  enjoyed
excellent growth.  We are extremely  pleased with this  transaction.  Milton and
Barboursville  combined with our Cross Lanes  SuperBank  and our Point  Pleasant
Office, will allow us to better serve western West Virginia.

     The purchase is subject to certain  conditions,  including  the approval of
regulatory  authorities  and is expected to be completed in the third quarter of
1999.

     Douglas J. Leech, president for Huntington Banks Southeast Region said, "At
this  time,  the  Milton and  Barboursville  offices  are  located  outside  our
strategic  footprint.  We are  pleased  to  have  reached  an  agreement  with a
reputable  financial  institution located in this market who will work well with
both the customers and employees at these offices."

     Ohio Valley Banc Corp. operates three  subsidiaries:  Ohio Valley Bank, now
with 14 offices in Ohio and W.Va.; Loan Central,  with four offices in Ohio; and
Jackson Savings Bank of Jackson, Ohio. Ohio Valley Banc Corp. stock is traded on
NASDAQ under the symbol OVBC.


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