Roanoke Times
                 Copyright (c) 1995, Landmark Communications, Inc.

DATE: WEDNESDAY, December 21, 1994                   TAG: 9412220030
SECTION: BUSINESS                    PAGE: B7   EDITION: METRO 
SOURCE: MAG POFF STAFF WRITER
DATELINE:                                 LENGTH: Medium

2 REGIONAL BANKS TO AFFILIATE

The agreement by the boards is subject to approval of the shareholders of both banks at regular annual meetings in April. Each bank will continue to operate under its current name and board with no changes in personnel.

Samuel Tollison, president of First National, and Leon Moore, president of Bank of Floyd, said the boards voted in favor of the merger Monday.

The holding company should be formed in early 1995, with the merger to be completed by mid-year, Tollison said.

First National has eight offices in the New River Valley. It plans to open another office in July on land it owns in Dublin. Bank of Floyd has two offices, at Floyd and southwest Roanoke County.

Under the proposal, shareholders of Bank of Floyd will receive six shares of stock in the new company for each share they currently own. First National shareholders will exchange one for one.

The Christiansburg bank has 913 shareholders with 1,661,900 shares outstanding. Bank of Floyd has 492 stockholders owning 116,400 shares.

First National has assets of $320 million; Bank of Floyd has $122 million. Tollison and Moore projected that the new company will have assets of more than $450 million by June 30.

The holding company will be headed by eight directors, five from First National and three from Floyd. The chairman of the new company will be from the Christiansburg bank, with Tollison serving as president and Moore as executive vice president.

Tollison and Moore said the merger will provide an opportunity to compete aggressively with other banks while gaining some economy of scale in operating expenses.