UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 0-23134
INTERCOUNTY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Ohio 31-1004998
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
48 N. South Street, Wilmington, Ohio 45177
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (513) 382-1441
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to 12(g) of the Act:
Common Shares, without par value
(Title of Class)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
The issuer's common shares are not traded on any securities exchange and are
not quoted by a national quotation service. Management is aware of a sale of
the issuer's shares for $46.00 per share on March 9, 1998. Based upon such
price, the aggregate market value of the issuer's shares held by nonaffiliates
was $58,191,058.
As of March 18, 1998, 1,550,433 common shares were issued and outstanding.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
InterCounty Bancshares, Inc.
By /s/ Timothy L. Smith
-------------------------
March 17, 1998 Timothy L. Smith
President and Chief Executive Officer
(Principal Executive Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been duly signed by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By /s/ Charles L. Dehner By /s/ B. Anthony Williams
- ---------------------------- ------------------------------
Charles L. Dehner B. Anthony Williams
Executive Vice President, Chairman of the Board and a Director
Treasurer and a Director
(Principal Accounting Officer)
Date March 17, 1998 Date March 17, 1998
By /s/ James W. Foland By /s/ Timothy L. Smith
- --------------------------- ------------------------------
James W. Foland Timothy L. Smith
Secretary and a Director President, Chief Executive Officer
and a Director
Date March 17, 1998 Date March 17, 1998
By /s/ S. Craig Beam By
- --------------------------- ------------------------------
S. Craig Beam George F. Bush
Director Director
Date March 17, 1998 Date
By /s/ Georgia H. Miller By /s/ Robert A. Raizk
- --------------------------- ------------------------------
Georgia H. Miller Robert A. Raizk
Director Director
Date March 17, 1998 Date March 17, 1998
By /s/ Darleen M. Myers
- ---------------------------
Darleen M. Myers
Director
Date March 17, 1998