UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year end December 31, 1997
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from_________to_________
Commission file number 0-11129
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
PIKEVILLE NATIONAL CORPORATION
SAVINGS AND EMPLOYEE STOCK OWNERSHIP PLAN
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
COMMUNITY TRUST BANCORP, INC.
(Exact name of registrant as specified in its charter)
Kentucky 61-0979818
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
208 North Mayo Trail
Pikeville, Kentucky 41501
(address of principal executive offices) (Zip Code)
Registrant's telephone number (606) 432-1414
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Audited Financial Statements
For the years ended December 31, 1997 and 1996
Contents
Report of Independent Auditors 1
Audited Financial Statements
Statement of Net Assets Available for Benefits with Fund
Information 2
Statement of Changes in Net Assets Available for Benefits with
Fund Information 4
Notes to Financial Statements 6
Supplemental Schedules
Item 27a Schedule of Assets Held for Investment Purposes 13
Item 27d Schedule of Reportable Transactions 17
Consent of Independent Auditors 18
Report of Independent Auditors
Community Trust Bancorp, Inc.
Retirement and Employee Benefits Committee
We have audited the accompanying statement of net assets
available for benefits of the Pikeville National Corporation
Savings and Employee Stock Ownership Plan as of December 31,
1997 and 1996 and the related statements of changes in net
assets available for benefits for the years then ended.
These financial statements are the responsibility of the
Bank's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about
whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for benefits of the Pikeville National Corporation
Savings and Employee Stock Ownership Plan as of December 31,
1997 and 1996 and the changes in its net assets available
for benefits for the years then ended, in conformity with
generally accepted accounting principles.
Our audit was conducted for the purpose of forming an
opinion on the basic financial statements taken as a whole.
The accompanying schedules of assets held for investment
purposes as of December 31, 1997 and reportable transactions
for the year ended December 31, 1997 are presented for
purposes of complying with the Department of Labor's Rules
and Act of 1974, and are not a required part of the basic
financial statements. The Fund Information in the statement
of net assets available for benefits and the statement of
changes in net assets available for benefits is presented
for purposes of additional analysis rather than to present
the net assets available for benefits and changes in net
assets available for benefits of each fund. The
supplemental schedules and Fund Information have been
subjected to the auditing procedures applied in our audit of
the basic financial statements and, in our opinion are
fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ Ernst & Young LLP
Columbus, Ohio
June 22, 1998
1
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Statement of Net Assets Available for Benefits with Fund Information
December 31, 1997
Participant Directed
Federated Money
Stock Fund ARM Fund Equity Fund Market Fund Trust Fund Plan Totals
Assets
Investments at fair value:
Community Trust Bancorp, Inc.
common stock $11,685,259 $ - $ - $ - $6,344,987 $18,030,246
U.S. government obligations and
mortgage backed securities - 1,243,597 - - - 1,243,597
Mutual funds - - 1,443,141 - - 1,443,141
Common stock - - 2,588,179 - - 2,588,179
Cash equivalents 42,146 28,199 56,015 2,646,456 40,838 2,813,654
11,727,405 1,271,796 4,087,335 2,646,456 6,385,825 26,118,817
Accrued interest and
dividends receivable 75,155 10,105 8,661 12,487 40,805 147,213
Participant withholding and
employer contributions
receivable - - - - - -
Net assets available
for benefits $11,802,560 $1,281,901 $4,095,996 $2,658,943 $6,426,630 $26,266,030
The accompanying notes are an integral part of the financial
statements.
2
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Statement of Net Assets Available for Benefits with Fund Information
December 31, 1996
Participant Directed
Federated Money
Stock Fund ARM Fund Equity Fund Market Fund Trust Fund Plan Totals
Assets
Investments at fair value:
Community Trust Bancorp, Inc.
common stock $6,344,716 $ - $ - $ - $4,371,829 $10,716,545
U.S. government obligations and
mortgage backed securities - 1,560,546 - - - 1,560,546
Mutual funds - - 887,676 - - 887,676
Common stock - - 2,245,417 - - 2,245,417
Cash equivalents 163,430 75,587 31,517 3,373,798 129,989 3,774,321
6,508,146 1,636,133 3,164,610 3,373,798 4,501,818 19,184,505
Accrued interest and
dividends receivable 51,802 16,641 18,142 - 35,702 122,287
Participant withholding and
employer contributions
receivable 35 76 97 - (4) 204
Net assets available
for benefits $6,559,983 $1,652,850 $3,182,849 $3,373,798 $4,537,516 $19,306,996
The accompanying notes are an integral part of the financial
statements.
3
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Statement of Changes in Net Assets Available for Benefits with Fund Information
December 31, 1997
Participant Directed
Federated Money
Stock Fund ARM Fund Equity Fund Market Fund Trust Fund Plan Totals
Additions to net assets attributed
Investment income:
Net appreciation (depreciation)
in fair value of investments
(Notes 2 and 3) $ 3,305,025 $ 20,879 $ 819,786 $ - $1,769,090 $ 5,914,780
Interest and dividends 288,799 88,599 114,985 170,189 155,563 818,135
3,593,824 109,478 934,771 170,189 1,924,653 6,732,915
Contributions -
participants 2,616,184 126,530 346,769 229,453 - 3,318,936
Contributions -
employer 224,541 57,417 150,597 104,459 740,553 1,277,567
Other 240 145 62 - 240 687
Total additions, net 6,434,789 293,570 1,432,199 504,101 2,665,446 11,330,105
Interfund transfers, net 4,289 (96,736) (33,851) 133,992 (7,694) -
Deductions from net assets attributed to:
Distributions paid to participants
and beneficiaries
(Note 2) (1,196,501) (567,783) (485,201) (1,352,948) (768,638) (4,371,071)
Net increases (decreases) 5,242,577 (370,949) 913,147 (714,855) 1,889,114 6,959,034
Net assets available for benefits
at beginning of year 6,559,983 1,652,850 3,182,849 3,373,798 4,537,516 19,306,996
Net assets available for benefits
at end of year $11,802,560 $1,281,901 $4,095,996 $2,658,943 $6,426,630 $26,266,030
The accompanying notes are an integral part of the financial statements.
4
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Statement of Changes in Net Assets Available for Benefits with Fund Information
December 31, 1996
Participant Directed
Federated Money
Stock Fund ARM Fund Equity Fund Market Fund Trust Fund Plan Totals
Additions to net assets attributed to:
Investment income:
Net appreciation (depreciation)
in fair value of investments
(Notes 2 and 3) $1,216,109 $ (42,536) $ 476,456 $ - $ 808,943 $ 2,458,972
Interest and dividends 192,928 99,952 96,550 173,945 131,227 694,602
1,409,037 57,416 573,006 173,945 940,170 3,153,574
Contributions -
participants 438,223 158,888 342,281 278,932 - 1,218,324
Contributions -
employer 189,718 67,599 145,542 122,296 718,294 1,243,449
Other - (824) - - 1,687 863
Total additions, net 2,036,978 283,079 1,060,829 575,173 1,660,151 5,616,210
Interfund transfers, net 95,759 (6,851) 104,013 (192,921) - -
Deductions from net assets attributed to:
Distributions paid to participants
and beneficiaries
(Note 2) (226,270) (188,471) (386,664) (386,134) (219,235) (1,406,774)
Other 22,397 (5,134) 15,331 (11,997) (18,731) 1,866
Net increases (decreases) 1,928,864 82,623 793,509 (15,879) 1,422,185 4,211,302
Net assets available for benefits
at beginning of year 4,631,119 1,570,227 2,389,340 3,389,677 3,115,331 15,095,694
Net assets available for benefits
at end of year $6,559,983 $1,652,850 $3,182,849 $3,373,798 $4,537,516 $19,306,996
The accompanying notes are an integral part of the financial statements.
5
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Notes to Financial Statements
December 31, 1997
1. Description of Plan
The following brief description of the Pikeville National
Corporation Savings and Employee Stock Ownership Plan (the
Plan) is provided for general information purposes only.
Participants should refer to the summary plan description
for more complete information.
General
The Plan is a defined contribution plan covering
substantially all employees of Community Trust Bancorp, Inc.
(the Company), formerly known as Pikeville National
Corporation, and all participating subsidiaries, which
include Community Trust Bank, NA, Community Trust Bank, FSB,
and Trust Company of Kentucky, NA. The Plan was established,
effective January 1, 1995, by the merger of the Pikeville
National Corporation Restated Savings and Retirement Plan
and the Pikeville National Corporation Employee Stock
Ownership Plan. The Plan is subject to certain provisions of
the Employee Retirement Income Security Act of 1974
(ERISA).
Eligibility
An employee becomes eligible to participate in the Plan on
the entry date following the attainment of age twenty-one
and completion of twelve months of employment (of at least
1,000 hours service).
Contributions
A participant may elect to make voluntary contributions,
through payroll deductions, to the Plan as deferred
compensation contributions. The maximum amount of voluntary
contributions shall be the lesser of $9,500 (as adjusted for
inflation) for 1997 or 12% of the participant's
compensation for the plan year. The Company makes matching
contributions equal to 50% of the first 8% of each
participant's deferred compensation contributions for the
plan year, up to a total of 4% of such participant's
compensation. Each participating company may, at the
discretion of each Board of Directors, contribute an
additional percentage of covered employees' gross wages.
6
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Notes to Financial Statements (continued)
1. Description of Plan (continued)
Contributions (continued)
In addition, each year the Company will contribute to the Plan
an amount no less than 3% of the compensation of each
participant. These contributions are non-participant directed
and are made directly to the Trust Fund (see Note 3). During
1997 and 1996, the contribution percentage was 4%.
With the permission of the Retirement Committee of the Plan, a
participant may contribute rollover contributions received by
such participant or to which a participant is entitled from
another trust qualified under Section 401(a) and 501(a) of the
Internal Revenue Code of 1986. Such rollover contributions
are deposited in the participant's rollover account.
Participants' Accounts
Each participant's account is credited with employer
discretionary contributions, employee deferred compensation
contributions and the related employer matching contribution.
Earnings or losses on the investments are allocated in
proportion to the participant's interest therein.
Each participant is entitled to exercise voting rights
attributable to the shares of Community Trust Bancorp, Inc.
common stock allocated to his or her account and is notified
by the Retirement and Employee Benefits Committee prior to the
time that such rights are to be exercised. The Retirement and
Employee Benefits Committee is not permitted to vote any share
for a participant. The trustee votes shares for which no
instructions have been given by a participant.
7
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Notes to Financial Statements (continued)
1. Description of Plan (continued)
Vesting
Vesting of an employee's interest is 100% in cases of normal
retirement at age sixty-five, death or total disability. If a
participant's employment ceases for any other reason, the full
value of his account is payable to him if he has completed
five or more years of service. A participant who has
completed less than five years of service is entitled to the
full value of his account less the value of the employer
contributions.
Payment of Benefits
Generally, participants' account balances will be distributed
to the participant or his beneficiary in a single lump-sum.
Concentration of Credit Risk
Plan assets are invested in various financial instruments that
contain some degree of credit risk. The Plan does not
maintain collateral or other security to support these
investments.
2. Summary of Significant Accounting Policies
Basis of Accounting
The accounting records of the Plan are maintained on the
accrual basis. Dividend income is recorded on the ex-dividend
date. Purchases and sales of securities are recognized on the
trade date basis.
Valuation of Investments
Investments in securities traded on a national exchange are
valued at the last reported sales price on the last business
day of the period. Investments in mutual equity and bond
funds and common trust funds are valued at the most recent
selling price which is based on the current market value of
the securities in the fund.
8
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the dates of the financial
statements and the reported amounts of revenues and expenses
during the reporting periods. Actual results could differ
from those estimates.
Reclassification
Certain prior period amounts have been reclassified to conform
with current period presentation.
Other
The Plan presents in the statement of changes in net assets
available for benefits the net appreciation (depreciation) in
the fair value of its investments which consists of realized
gains or losses and unrealized appreciation or depreciation on
those investments.
3. Investments
All amounts contributed to the Plan at December 31, 1997 are
held by the trustee, Trust Company of Kentucky, and are
invested in five separate investment funds as described below.
Participant Directed Funds
Stock Fund: The Fund consists primarily of Community Trust
Bancorp, Inc. common stock.
Federated ARM Fund: The Fund is primarily invested in
government securities and fixed income investments.
9
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Notes to Financial Statements (continued)
3. Investments (continued)
Equity Fund: The Fund is primarily invested in equity mutual
funds whose primary investment objective is to achieve
increasing income and long-term appreciation of capital
through the purchases of common stock and other equity
investments.
Money Market Fund: The Fund is primarily invested in short-
term interest bearing money market accounts. The average
maturity of the portfolio will usually be less than one year.
Each participant must allocate the contributions made on their
behalf and the balances in their account among the foregoing
funds in increments of 10%. In the absence of an allocation,
all of a participant's contributions will be invested in the
Money Market Fund.
Non-Participant Directed Fund
Trust Fund: The Fund consists primarily of Community Trust
Bancorp, Inc. common stock.
The fair value of individual investments that represent 5
percent or more of the Plan's net assets are as follows as of
December 31, 1997 and 1996:
1997 1996
Community Trust Bancorp, Inc.
Common Stock, 579,285, and
437,410 shares, respectively $18,030,246 $10,716,545
Financial Square Governmental
Fund $ 2,813,655 $ 3,774,321
10
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Notes to Financial Statements (continued)
4. Income Tax Status
The Internal Revenue Service ruled on April 4, 1996 that the
Plan qualifies under Section 401(a) of the Internal Revenue
Code (IRC) and, therefore, the related trust is not subject to
tax under present income tax law. Once qualified, the Plan is
required to operate in conformity with the IRC to maintain its
qualification. The plan administrator is not aware of any
course of action or series of events that have occurred that
might adversely affect the Plan's qualified status.
5. Plan Termination
Although it has not expressed any intent to do so, the Company
has the right under the Plan to discontinue its contributions
at any time and to terminate the Plan subject to the
provisions of ERISA. In the event of termination,
participants will become fully vested in their accounts.
6. Party-In-Interest Transactions
Parties-in-interest are defined under Department of Labor
regulations as any fiduciary of the Plan, any party rendering
service to the Plan, the employer, and certain others.
Professional fees for the administration and audit of the
Plan, investment of assets and trustee services are paid by
the Company.
The Plan held the following party-in-interest investments (at
fair value) at December 31:
1997 1996
Community Trust Bancorp, Inc.
Common Stock $18,030,246 $10,716,545
11
Pikeville National Corporation Savings
and Employee Stock Ownership Plan
Notes to Financial Statements (continued)
7. Terminated Participants
Included in net assets available for benefits are amounts
allocated to individuals who have withdrawn from the Plan.
Amounts allocated to these participants were $254,702 and
$1,811,557 at December 31, 1997 and 1996, respectively. These
amounts are reflected as liabilities in the balance sheet of
the Plan's Form 5500. This differs from the financial
statements presented herein, which are presented in accordance
with generally accepted accounting principles.
8. Year 2000 Issue (UNAUDITED)
The Company has developed a plan to modify its internal
information technology to be ready for the year 2000 and has
begun converting critical data processing systems. The
project also includes determining whether third party service
providers have reasonable plans in place to become year 2000
compliant. The Company currently expects the project to be
substantially complete by mid-1999, and does not expect this
project to have a significant effect on Plan operations.
12
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Item 27a - Schedule of Assets Held for Investment Purposes
Year ended December 31, 1997
Identity of Issuer, Description of Investment,
Borrower, Lessor or Including Maturity Date, Rate of Current
Similar Party Interest, Par or Maturity Value Cost Value
United States Government
Obligations and Mortgage
Backed Securities
GNMA Pool #393835 $187,612 principal amount 6.5%
due February 15, 2011 $ 189,752 $ 188,570
GNMA Pool #372327 $85,386 principal amount, 6.5% 85,626 85,822
due March 15, 2011
GNMA Pool #399856 $165,901 principal amount, 6.5% 165,072 164,265
due January 15, 2026
US Treasury Notes $200,000 principal amount, 6% due 200,875 201,126
October 15, 1999
US Treasury Notes $200,000 principal amount, 5.625% 202,250 199,626
due November 30, 2000
US Treasury Notes $100,000 principal amount, 6.625% 99,847 103,250
due March 31, 2002
US Treasury Notes $200,000 principal amount, 5,875% 203,751 201,063
due November 15, 2005
US Treasury Bonds $100,000 principal amount, 6% due 90,141 99,875
February 15, 2026
1,237,314 1,243,597
Mutual Funds
Coventry Group Inc. Equity Mutual Fund 24,021 units 281,223 291,134
Shelby FD
T. Rowe Price Midcap Equity Mutual Fund 2,662 units 68,650 76,147
Growth Fund
T. Rowe Price Equity Mutual Fund 32,543 units 420,490 436,722
International Stock Fund
Vanguard Index 500 Equity Mutual Fund 7,096 units 550,122 639,138
Portfolio
1,320,485 1,443,141
Cash Equivalents
Financial Square Money Market Fund 2,813,654 2,813,654
Government Fund
2,813,654 2,813,654
13
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Item 27a - Schedule of Assets Held for Investment Purposes (continued)
Identity of Issuer, Description of Investment
Borrower, Lessor or Including Maturity Date, Rate of Current
Similar Party Interest, Par or Maturity Value Cost Value
Common Stocks
AT&T Corporation Common Stock, 925 shares 32,795 56,714
Abbott Labs Common Stock, 400 shares 15,640 26,200
Allstate Corporation Common Stock, 1,050 shares 48,384 95,025
American Home Products Common Stock, 1,550 103,708 118,575
Corporation shares
American International Common Stock, 625 40,979 67,969
Group Inc. shares
Ameritech Corporation Common Stock, 1,200 shares 70,445 96,600
AMP Inc. Common Stock, 1,700 shares 71,867 71,400
Banc One Corporation Common Stock, 1,500 shares 54,495 81,468
Boeing Corporation Common Stock, 2,100 shares 103,254 102,768
CPC Intl, Inc. Common Stock, 275 shares 21,574 29,700
Coca Cola Corporation Common Stock, 1,000 shares 49,080 66,687
Community Trust Common Stock, 10,531,024 18,030,246
Bancorp, Inc. * 579,285 shares
Compaq Computer Common Stock, 1,150 26,142 64,975
Corporation shares
Dayton Hudson Common Stock, 1,850 68,661 124,875
Corporation shares
Disney Walt Common Stock, 450 26,370 44,550
Corporation shares
Dow Chemical Common Stock, 450 35,256 45,675
Corporation shares
Entergy Corporation Common Stock, 600 shares 16,519 17,962
Exxon Corporation Common Stock, 1,250 shares 50,269 76,484
FPL Group Inc. Common Stock, 500 shares 22,675 29,594
Federal National MTG. Common Stock, 950 32,020 54,209
Association shares
First Chicage NBD Common Stock, 500 21,278 41,750
Corporation shares
11,442,435 19,343,426
14
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Item 27a - Schedule of Assets Held for Investment Purposes (continued)
Identity of Issuer, Description of Investment,
Borrower, Lessor or Including Maturity Date, Rate of Current
Similar Party Interest, Par or Maturity Value Cost Value
Common Stocks (continued)
Ford Motor Corporation Common Stock, 2,825 shares 111,651 137,188
General Electric Common Stock, 1,175 42,884 86,216
Corporation shares
Gillette Corporation Common Stock, 200 shares 12,620 20,087
Hewlett Packard Common Stock, 850 39,555 53,019
Corporation shares
Home Depot Inc. Common Stock, 525 shares 16,373 30,909
Illinois Tool Works Inc. Common Stock, 250 shares 9,175 15,031
Intel Corporation Common Stock, 700 shares 17,841 49,175
International Paper Common Stock, 475 18,726 20,484
Corporation shares
Johnson & Johnson Common Stock, 1,400 shares 71,860 92,225
Kimberly Clark Common Stock, 1775 80,664 87,529
Corporation shares
MCI Communications Common Stock, 2,425 70,252 103,819
Corporation shares
McDonalds Corporation Common Stock, 350 shares 16,791 16,713
Medtronic Inc. Common Stock, 300 shares 8,671 15,750
Merck & Company Inc. Common Stock, 675 shares 45,524 71,550
Microsoft Corporation Common Stock, 500 shares 31,088 64,625
Mobil Corporation Common Stock, 400 shares 21,920 28,875
Motorola Incorporation Common Stock, 1,200 shares 71,002 68,624
Norfolk Southern Common Stock, 600 16,395 18,300
Corporation shares
Norwest Corporation Common Stock, 1,600 shares 37,380 62,000
Proctor & Gamble Common Stock, 575 shares 26,083 45,892
SBC Communications Inc. Common Stock, 525 shares 28,234 38,456
794,689 1,126,467
15
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Item 27a - Schedule of Assets Held for Investment Purposes (continued)
Identity of Issuer, Description of Investment,
Borrower, Lessor or Including Maturity Date, Rate of Current
Similar Party Interest, Par or Maturity Value Cost Value
Common Stock (continued)
United Technologies Common Stock, 1000 78,724 72,811
Corporation shares
Xerox Corporation Common Stock, 1,025 shares 55,175 75,721
12,371,023 20,618,425
Total assets held for investment purposes $17,742,476 $26,118,817
* Indicates a party-in-interest to the plan.
16
Pikeville National Corporation Savings and Employee Stock Ownership Plan
Schedule of Reportable Transactions
December 31, 1997
Current Value
Identity of Expenses of Asset on
Party Description Purchase Selling Incurred with Cost of Transaction Net Gain
Involved of Assets Price Price Transaction Asset Date (Loss)
Category (iii) transactions - Series of transactions in excess of 5 percent of plan assets.
Community Common $1,469,913 $ - $ 480 $1,470,393 $1,456,842 $ -
Trust Stock
Bancorp,
Inc.
Community Common
Trust Stock - 815,917 27 578,847 820,792 237,043
Bancorp,
Inc.
There were no category (i), (ii), or (iv) transactions during 1997.
17
Exhibit to the Annual
Report (Form 11-K) of
the Pikeville National
Corporation Savings
and Employee Stock
Ownership Plan for the
year ended December
31, 1997
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the
Registration Statement on Form S-8 of Community Trust Bancorp,
Inc. of our report dated June 22, 1998, with respect to the
financial statements of the Pikeville National Corporation
Savings and Employee Stock Ownership Plan included in this
Annual Report on Form 11-K for the year ended December 31,
1997.
/s/ Ernst & Young LLP
Columbus, Ohio
June 29, 1998
18
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
Pikeville National Corporation Savings and Employee Stock Ownership Plan
June 22, 1998 /s/ Burlin Coleman
Burlin Coleman
Chairman & CEO
/s/ Kevin Stumbo
Kevin Stumbo
Senior Vice President
Chief Accounting Officer
/s/ Kenneth R. Earley
Kenneth R. Earley
Senior Vice President
Director of Human Resources